Transformers: Descent
by kira444
Summary: Sequel to Uprising. Cybertron rests on the brink of social anarchy as the order falls apart in the face of the growing Decepticon revolution. Orion Pax of the Autobot peacekeeping force struggles to do his duty as enemies both visible and invisible aim to remove him from the equation while also inheriting a great destiny that will change Cybertron forever.
1. Law and Order

Transformers: Descent

Part 1-Defiance

Chapter 1-Law and Order

The Citadel was a relatively new addition to Iacon's governmental center. It was a tall tower that stood next to the Decagon, plated with stainless steel and chrome that would shine brilliantly in the midday sun, standing out of the regular gold alloy buildings that usually composed Iacon. It was the new seat of the reformed Senate, while the Decagon became the new headquarters of the Autobots-complete with the iconic red insignia that could be found in nearly every city that tolerated their presence.

Deep within the halls of the Decagon, inside the armory, Orion Pax was gearing for war. Not an ordinary war where ones' enemies were out in the open and in front of you-but a war against ideals and a way of life that had caused so many people pain and suffering. A war for personal independence and identity that de-evolved into a war on rampant crime that increased since the Uprising.

He placed his trusty energon axe into a hip compartment and folded his barrage cannon into his back compartment. He flexed his arms and legs, feeling the hyper coil shock absorbers in his limbs tense and relax with ease. Despite looking the same, he felt different, stronger even. The medics and technicians who rebuilt him after facing down Steelheart had done a miraculous job in making him more powerful without sacrificing his size.

Orion lost count of how many times he was nearly dismantled, but he could remember two notable instances-the first was when he stood up to the Senate, publicly spitting in their faces, and the second was fighting against Steelheart in the chaotic battle in the Badlands.

Both times he had been rebuilt by the powers that be to serve them once again-to protect the citizens of not just Iacon, but the entire world now. To fight a more endemic corruption –terror. Megatron may have let tragedy take him from his former path, but Orion would not make the same mistake. He couldn't afford to; not when so many looked up to him for protection, safety. He fought for the same cause Megatron had warped and abandoned, but he had changed. The events of the past two years had been rough on him, and his previous experiences in dealing with the hidden evils beneath Iacon's shining splendor made Orion a bit jaded. It felt as if something in his had dimmed.

Regardless, he was Orion Pax, an officer of the law-an Autobot. All that mattered to him was honoring the oath he took and upholding Cybertron's stability-and taking out anything or anyone that sought to undermine that.

When he was done prepping, he closed the weapons rack and looked at his reflection. Though he hadn't aged at all (a trait reserved for only the oldest of his species) it felt like he grew older. There was a darkness in his gaze that wasn't there when he was just a cop. His face looked harder, more defined. But his eyes were the same Matrix blue as the day he was forged. The eyes of a soldier.

Orion left the armory and marched toward the main hall. It was time to rollout.

XXXXXX

The Orbital Torus states were a group of city-states that were located around the equator. There were at least a dozen of them, but the most notable states that came to mind upon mention were Uraya, Polyhex and Altihex; major population centers with tons of history behind them. But there were also lesser known states that were known for their infamy. Cities that had a bad reputation shadowing them-like Nyon.

Orion led the Autobot strike team through the dank, dark streets of Nyon, a city that was so despondent that it made Kaon look like Iacon. The streets were oily and slippery from grime that built up over the centuries, the buildings looked like they were either about to fall apart or were on the verge of a major blackout, and the people who lived here looked depressed and sad. Some of them even looked like they were missing limbs and parts and only lumbered down the streets like zombies. Their eyes were dead, soulless, and they were devoid of life…devoid of hope.

It was a sight that was becoming increasingly familiar to Orion these days.

But sadly, he couldn't worry about them now. He was on a mission; an assault on a smuggling ring dealing weapons with the locals stolen from the Militia store. His ground team consisted of Hound, Prowl, Elita-1 and Ironhide. The smuggling operation was being run by a high profile target that had been giving authorizes a lot of grief for the past year, and Nyon was the perfect place to get lost in the crowd.

"Hound, sit rep." Orion said.

"We're zeroing in on our target, sir." Hound said. "I an almost smell him."

"Bout time! I was getting tired of all this camouflage and sneaking around." Ironhide grumbled.

"Primus, I knew Nyon was a bad place but…look at them. I've seen old recordings of Nyon and it was a shining city back then." Elita-1 said.

"That was then, this is now. This place went to the dogs after the Functionists started cleaning this place for Shanix during Nominus's early years." Hound said. "I heard that they've been purging certain types of bots with alt modes that they saw as useless and starved the people for their "heretical" actions. Since then, this place started declining and the senate thought it was useless to fix what they thought was already broken."

"This isn't right." She muttered.

"Locals here feel the government failed them, Elita-1. That we left all left them to rust." Prowl said apathetically. "Anyone could be an enemy."

"So the citizens we're supposed to protect are guilty until proven innocent?" She growled.

"If they're dissidents, there's only one way to deal with them- line 'em up and blow 'em to sweet smithereenes!" Ironhide laughed.

"Well, I certainly see you aren't one of the smarter bots on the force, Ironide." Elita-1 muttered. "The least you could do is act civilized, you brute."

They turned down a few more streets before pulling to a stop outside a building that was said to be where the smuggling was going down. Orion signaled his Autobots to transform and asked Hound about their quarry.

"This is it, sir!" Hound confirmed. "Transponder's signal is just inside."

Orion nodded and turned to his team, pulling out his barrage cannon. "Remember, out target is a known Decepticon arms dealer. He's been moving stolen munitions through Nyon's sleeper cells. Prowl, Elita-tactical positions. Cover all exits. Ironhide and Hound, you're with me." He cocked his gun and walked towards the door. "Let's bag him and cuff him."

XXXXXX

Swindle was first and foremost a mech of action. He was no warrior or ruler, and certainly no politician, but he was a businessman at heart and he put business before everything, and let the money do the talking. The various deals he had been running with the Decepticon cells across the planet for high grade weapons was probably the best deal he had in a long time. Those mindless grunts were making him millions by the week!

"Like I said, these are grade-A, state of the art phase charges!" Swindle waved an arm at the large crates full of guns and bombs. "Nothin' better than blowin' up the government with its own ordnance!"

The Nyonian buyer grunted at the weapons. "Look, we hate Prime and her flunkies just as much as you, but those prices, Swindle…"

"Revolutions aren't cheap, friend. But if you boys cause enough-"

The sales pictch was cut short when the wall exploded and Orion stormed into the room with Ironhide and Hound. The mere sight of the most famous mech in the northern hemisphere sent the criminals scattering in panic at the surprise raid.

"Aw slag. Autobots!" Swindle cried.

"Damn fool Decepticon! You led them right to us!" The Nyonian shouted and took up a phase charger. "You'll never take us alive, Autobot scum!"

Orion pointed his gun at the mech while calling Elita-1. "Do you have the shot, Elita?"

" _Roget that, Pax."_

"Take him out."

Swindle gave the least manliest scream as his client's head exploded from a bullet ripping is skull open like a tin can. That little display of gore sparked the fight between the Autobots and criminals. Ironhide and Elita-1 flooded in from the other exists, and she telekinetically blocked the exits with psi-shields.

"Give it up, Swindle!" Orion yelled. "There's no way out of here!"

"Wanna bet?" Swindle grinned. He sprinted from his cover and ran past Ironhide and Hound, transformed and jumping out the hole he made in the wall. He fell almost a story from the middle floor of the building, but his large tires took the brunt of his impact on the ground and sped down the street.

"Damn! Silverbolt, are you in position?" Orion asked, shooting down a gunman.

"I got him, sir." Silverbolt of the Aerialbots said from his position above Nyon's skyline. His radar quickly spotted Swindle driving like a mad man through the streets.

He swooped in low and fired his proton cannons at Swindle. The dealer swerved through the street, even driving on the sidewalk to escape Silverbolt's assault. It was effective, as Silverbolt was forced to cut off his attack to avoid hitting bystanders. Thinking fast, he fired a heat seeking missile at Swindle and cheered when he saw his projectile hit Swindle in the rear, knocking him out of his alt mode and sent him into a steel curb. Silverbolt reported his position to the team, who were already on ground and driving toward him.

Swindle looked up and saw Orion's team coming down the street. "That all you got Autobots?" swindle spat and took out two path blasters, shooting wildly in the Autobots general direction. "Bring it!"

Elita-1 changed forms and formed a tk barrier in front of the civilians to protect them from Swindle's wild blasts. "He's blind firing! Watch yourselves!"

"Protect the civilians!" Prowl yelled, taking cover behind a sign post.

"That's a joke!" Swindle grinned, focusing his shots on Elita-1 and Ironhide. "You and Prime are the ones crushing these people under your heels every day!"

Swindle's wild shooting forced the Autobots to stay their hand or risk getting taken out by a lucky shot from the insane mech. Fortunately, Swindle never noticed that Orion wasn't with his team. He didn't see Orion jumping off a rooftop above him and didn't even notice the mech until the Autobot landed on top of him. His weight crushed Swindle underfoot and smashed him into the concrete.

"It's you who'll be crushed, Decepticon!" Pax growled. He turned Swindle onto his back and got a wad of fluid spat in his face, which earned Swindle a quick punch to the nose. "You're under arrest, Swindle, and you're going to tell us everything about Megatron and his terror cells!"

"You'll never find us all…for all your firepower, you can't fight what we represent!" Swindle cackled, smiling through bloodied teeth. "A new age! A new way for all cybertronians!"

"An age of murder and anarchy!" Orion snarled and punched Swindle in the jaw. "Your friends can't hide from justice forever!"

The onlookers watched in horror as Orion pummeling Swindle into the ground, bloodying the mech's face with each blow, shattering one of his optic lens and chipping off a piece of his teeth. Pax was consumed in a mad haze, punching and punching, not giving Swindle any mercy. Energon clung to his fists with each punch and despite the pain he was suffering from, Swindle was still grinning up at him.

Once he was done, Orion glared down at Swindle's bloody face. "I hope I made my point."

"You don't see it. You're so hell bent no stopping the Decepticons…take a look around you-you and your system made us what we are. All these people, they're Decepticons now." Swindle said weakly, giving a weak little laugh. "Face it, Autobot-You're not just part of the problem…you are the problem."

Orion sneered and took out his barrage cannon, pressing the barrel against Swindle's square optics. Even then, Swindle continued taunting him. "Go head…prove me right!"

Orion fully intended to pull the trigger and shut him up for good. But just as his finger made to pull the trigger, he felt his entire arm seize up by an invisible force. He was puzzled when he lost control of his arm and looked up at Elita-1, who was marching towards him, looking angry as hell. Orion wasn't in the right mind to be cowed by her female fury.

"Elita, are you out of your-"

"You bear an unarmed captive right in front of these people!" she shouted in his face. "It's no wonder they hate us!"

"I used what necessary force to-"

"No, you lost control." Elita-1 cut him off, glaring up at him. She wrenched the gun from him and cuffed Swindle. "We'll talk about this later. Now transform so we can load him up."

Ironhide whistled at the exchange as Orion transformed and attached the containment trailer to his fender. "Girls' got him by the bearings."

"With everything that's been going on with him, I don't blame her." Hound remarked.

"Enough chatter. Let's head back to Sky Lynx." Prowl said.

The Autobots reverted to their vehicle modes and drove down the street, away from the growing agitated crowd, fully aware of the scathing looks sent their way. As they left, they were unaware of the bird-like creature watching them from atop a building. Once they were out of view, he flew off his perch in the opposite direction. Megatron was going to like this.

XXXXXX

Torenia was starting to regret becoming a senator. The dark blue and indigo femme with a hovercraft alt mode sat in the council chamber of the Citadel where a high security meeting was taking place. She sat in the front row with Xaaron, Halogen and Golbax as Zeta Prime gave her speech to the "new" senate. Yet another impassioned speech about weeding out the "disease" that kept them from truly healing Cybertron from Sentinel's corruption.

"Gentlemen, Cybertron is on the brink." Zeta Prime declared. Her form was a bright ivory mixed with indigo, the same colors as Nova Prime, making her stand out in the darkness of the chamber. Her upgraded body was supposed to make her into a living symbol amongst her peers, have them marvel at her majesty, but the senators, Torenia included, only felt uncomfortable being near her. "As if the energon crisis isn't enough, Megatron and his Decepticons have spread terror and dissent across six Torus States. It's unfortunate that my predecessor Sentinel was too weak and inefficient to properly handle this upstart rebellion, but rest assured, I will break Megatron and restore order to this world!"

"And yet your Autobots fail to find him!" Golbax said. "The local populace hides their terror cells!"

"Then we shall root them out." Zeta said, turning her gleaming gaze onto the senator. "Consorting with terrorists is against the law, the highest form of treason. We're sacrificing everything to preserve their freedom and ideals, and this is how they pay us? Those fools down there either help the Decepticons or hide in their homes hoping this will blow over. The people are either with us…or against us."

"You were chosen as Prime to serve the people of Cybertron-not oppress them! They're afraid of you, Zeta. Don't think I don't see what you're doing here, using intimidation to cow the people into supporting you." Halogen shook his head. "Honestly, such actions make you no better than Proteus. This isn't leadership, its dominance!"

Zeta looked at her like she was some protoforms who said something stupid and didn't realize it. Torenia hated that look in her eyes; the look that said everyone but her was wrong and didn't know how to do their jobs. She chuckled and shook her head.

"Come now, senator. The time for naiveté has passed. Thanks to the last council of fools, the common cybertronian despises you and your effete influence," Zeta pointed to the southern hemisphere of the planetary holo-display. "Especially here, Nyon. The Decepticons recruit freely from its population and they openly speak of rebellion and terrorism as if we won't do a damn thing to them. They thought they were safe in that useless slum of theirs. But they're wrong; at long last we have prepared a weapon that can eradicate this disease once and for all!"

The holo-display changed to show a long, spiky grey cannon that was almost as long as Zeta's arm. "The Vamparc Ribbon. Designed long ago by one of Cybertron's greatest minds, Jhiaxus, its primary drawback is that it requires a tremendous amount of power."

Xarron narrowed his eyes. "Where are we to find this power, then?"

"It lies within us, senator."

The doors slammed open and Starscream entered the chamber with a cocky smile on his face. "I'm sorry, I'm not interrupting anything, am I?"

Zeta frowned at the Seeker commander/ liason. "Delegate Starscream. Still fond of your dramatic overtones, I see."

Starscream shrugged. "Not all of us have your natural commanding presence, great Prime. But please, don't let me interrupt."

"Watch your tone with me, delegate." Zeta said firmly. "While politics dictates that these senators tolerate your presence, I am under no such constraint."

Starscream grinned but said no more as he quickly took his seat, placing a blue audio device on the desk next to him. "I am here only to observe, Prime. In these dangerous times, information is of the highest equity."

"Agreed. That is why I've chosen the demonstrate the vamparc's effectiveness." Zeta pressed a button and the floor opened up to allow a platform to rise up, with a battered mech restrained to a chair sitting in place. "On our new Decepticon informant."

Starscream blinked at this unexpected surprise. "Swindle."

"Do you know this terrorist, Starscream?" zeta asked sharply.

Starscream remained calm under her piercing gaze and replied, "I am familiar with his…illegal dealings. But like all enemies of the state-he must be dealt with in kind."

XXXXXX

Orion's mood hadn't improved since returning to Iacon. Elita-1 was beyond angry with him, again, and he was still seething from Swindle's verbal jabs. He need to vent his frustration in a productive way, she the second best option was sparring in the gym. And that involved fighting Ultra Magnus.

Ultra Magnus was a veteran of the Quintesson wars, a member of the elite guard who

"Come on, Magnus-is that the best you've got?" Orion grunted, grappling with the larger mech. Orion had a few upgrades to his frame thanks to Zeta, but it was nothing too drastic to his appearance, just enough to increase his physical abilities. Granted, one needed to be really sturdy to take on a heavyset mech like Ultra Magnus.

"You're the ranking officer here, Pax. I don't want to hurt you." Ultra Magnus said, pushing against Orion.

"If I've learned anything from fighting Decepticons these past mega-cycles," Orion said, throwing a punch at Magnus's head before leaping back to avoid his grab. He grabbed his arm and threw Ultra Magnus into the ground. "It's that holding back will only get you killed."

"You asked for it, then!"

Ultra Magnus pushed himself up and rushed at Orion. Orion knew better than to try to outclass Ultra Magnus in terms of raw strength, instead choosing to avoid the punches sent at him and waited for the right moment to strike. When Ultra Magnus threw a right hook at his face, Orion grabbed his arm and twisted it behind his back, forcing Magnus to his knees and subduing him.

"Go easy, Pax!" Ultra Magnus grunted, wincing from the force being put on his arm. Orion wasn't usually this aggressive during training. "Calm down! No need to be so forceful."

Orion realized he was using more force in his moves than was necessary and quickly let Ultra Magnus go. "Sorry."

Ultra Magnus stood up and looked at his comrade and friend. "What's going on with you? Your temper has been more off key than usual and it's setting everyone on edge."

"I don't know. I…" Orion gave a tired sigh and rubbed the back of his head. "Swindle's interrogation didn't give us any real leads. We're no closer to finding any of the Decepticon leadership than we were two years ago. No leads on Megatron, Nightshade, not even Soundwave. I feel like I'm failing, Magnus."

Ultra Magnus placed a large hand on Orion's shoulder. "This Decepticon business has been rough on everyone. Once we take down Megatron, this whole thing will blow over."

"Or we'll make a martyr of him. Nightshade and Soundwave are no slouches when it comes to leading revolutions." Orion said bitterly. Talking about Megatron still left a bad taste in his mouth. Two years of fighting since the Decepticons annexed the Badlands and the nearby territories and all they got was a bitter populous that hates the senate, the Prime and anyone working with them.

There was a time where Orion worked with Zeta to reform the social system and abolish functionism and the Grand Cybertronian Taxonomy, reshaping the senate into a council full of representatives from the various castes in the city-states; but overtime, as the Decepticons grew in power and became a real threat, Zeta's attention went from making the planet a better, more equal place to annihilating any form of dissent in her society, ranging from the Decepticons to practically anyone who took up arms against the government.

Yes, the senate was composed of less corrupted individuals, but they were paper tigers compared to the Prime herself. Zeta inducted herself into the position with Orion's support and help, using a fake matrix to cement herself as having the Affinity. She sought to use her power to make the planet a more decent place to live, but her attitude took a sharp decline. She worked hard to make Cybertron great again, to fix the damage the old senate and Sentinel had caused, but the Decepticons had caused too many problems for her to ignore and eventually the stress of it all started getting to her head. She became obsessed with wiping out the Decepticons, and above all, hanging Megatron by his t-cog.

Zeta developed a short temper, became prone to fits of anger, wild outbursts and tangled with Orion on too many occasions on her aggressive policies regarding aiding the Decepticons and rebelling against the senate. Sometimes, Orion thought that if he pushed her hard enough, she'd kill him on the spot. There was nothing left of that patriotic femme who gave him a chance to defeat Steelheart and Sentinel.

"All this fighting and all we're getting is the hatred of the entire populace. No praise but scorn. Not even a simple thank you." Orion walked to the doorway. "Ultra Magnus, haven't you seriously asked yourself…if we're even on the right side?"

XXXXXX

The vamparc ribbon was a wicked looking weapon that looked even more menacing in person. It was long and sharp, fitting over Zeta's hand as she grabbed hold of it. She walked over to the barely conscious Swindle, who was still awake thanks to the circuit boosters injected into his systems.

"Swindle of Mytharc, you've given us useless information on your fellow Decepticons," Zeta activated the weapon and smirked behind her face plate as she felt it hum to life. A crimson glow emanated from the visible power lines along the ribbon, bathing her face in an eerie blood red hue. "Now…are you prepared to serve the Autobot cause?"

Swindle spat at her. "I ain't got nothin' left to say to you."

"Ah, that time has passed!" She said gleefully. She glanced back at the uncomfortable senators. "As I explained, the vamparc units require a great deal of power. Luckily they draw that power from the nearest available source."

The vamparc ribbon fired multiple bolts of dark red energy from its barrel and hit Swindle. The scream he gave as lanced of energy tore at his body made even Starscream wince and look away. The soft blue of the chamber was overrun by the crimson light of the ribbon and Zeta's eyes showed nothing but sadistic glee at the torture of the Decepticon. Once she was done a minute later, Zeta held up the weapon for all to see.

"You see? The weapon is primed, but its energy is somewhat volatile." Zeta pointed it at the ceiling and fired a powerful beam that tore a large hole in the roof, sending sparks raining down on the chamber. She grinned at their shock and awe…and fear.

"Draining combatants in this way, in addition to the ribbon's devastating effect, creates a perfect circuit of death. Senators, this is the weapon of our time," zeta explained. "Unfortunately, the larger industrial units-like those we've recently outfitted on the Omega Sentinels-require far greater power."

"Omega Sentinels? When did you outfit them with the vamparc weapons?" Halogen asked, surprised that Zeta even had thought this far ahead with the project.

"And who gave you authorization to mass produce the weapons in the first place?" Torenia scowled. Zeta glared at her.

"I didn't think that I needed permission to defend the well being and safety of our way of life, Torenia." She spat.

"What concerns me is where will you find the energy for such cost-effective weapons." Xaaron said, realizing what this might entail after seeing Swindle's energy get used to fuel the small-scale ribbon.

Zeta hummed in thought, tapping her chin coyly. "I thought we might borrow it from our erstwhile citizens."

"Surely you must be joking." Halogen scowled. "We can't just kill thousands to fuel a bunch of fancy guns! If the people weren't on the verge of rebelling against us already, then they will be once they learn about this unholy abomination!"

"Ahem," Starscream raised his hand. "I'm also curious as to how you'll convince the populace to volunteer their precious energon."

"Volunteer? I fear you misunderstand me." Zeta glared darkly at Starscream. "I propose we simply reach out and take it-after we've burned their wretched dissident enclaves to the ground. if those fools are willing to join terrorists, then they all must die for their treason!"

"Even still, they're civilians!" Halogen argued.

"Anyone who raises arms against the senate is an enemy of the state and will be dealt with accordingly. I won't let two years of work be destroyed by some Galvatron knock-off and his merry band of revolutionaries."

"This is unthinkable." Torenia shook her head. This was insane-Zeta was going too far. "The people will turn on you the moment you enact such a plan!"

The smile Torenia knew Zeta was giving her sent shivers up her spinal unit. "Ah, but it has already begun, senator. The sector-wide siphoning began six months ago-right under the dissidents' noses. And the test area we chose…was Nyon."

XXXXXX

Orion spent his afternoon in the shooting range on the third floor of the Citadel. He was alone and had some time to himself as he continued shooting his neutron assault rifle at a holographic bust of Megatron's face. Even now, just thinking about him sent Orion's biopulse skyrocketing.

Next week would mark two years since that fateful day, the day that forever haunted his life. The day he was forced to kill Elmeth as an act of mercy and robbed Megatron of the only person he loved. Pax still had wavering nightmares about that day. Since then, everything had gone downhill. Now it felt like everything he did was just making things worse. The people were fed up with the senate, with the lingering Functionists, and the Decepticons were taking advantage of this to increase their numbers.

'Zeta's not helping things either. She's so damn set on hunting down any threats to her position that she's willing to set the planet aflame just to make sure no more weeds sprout. I'm sure she'd have no problem sending me into the damn fire as well.' Orion thought. 'What do I do?'

He took up a photon rifle and pulled the trigger. When he felt something keeping the trigger from moving, he sighed and placed the rifle down. "What is it, Elita?"

Elita-1 walked into the room and stood next to him, within reaching distance of the guns. Orion made sure to keep those away from her in case things get…testy. "So, we going to talk about what you did earlier?"

"Elita…" He groaned.

"No, don't. You assaulted a suspect in full view of the public in a city where being affiliated with the senate is a death sentence. You were lucky they were too scared to riot on us when you pulled a gun on him." She said.

"What do you want from me?"

"I want to know what's going on with you." Her expression softened and she placed a hand on his face. "Orion, you've been short tempered lately, and it has me worried. You're tense all the time and you barely sleep in your spare time. Just tell me what's eating you."

"What is there to say, Elita? I'm fed up with being led around in circles. We raid a Decepticon cell, another sprout up half way around the world. We apprehend a key figure and get frag all for our efforts. The public hates us for protecting them, while the Decepticons are praised as heroes for bombing unsuspecting public areas and Megatron is sitting back laughing at us with a glass of Fulcrum!"

He ran a hand down his face. "Don't even get me started with Zeta. She starts implementing curfews and random searches on bots she thinks are Decepticons because they look scary, and I'm the one to blame for our lack of support? She offers no neutral ground to the civilians and has the gall to treat me like slag, despite being the one who put her in that damn chamber of hers."

"Orion, Zeta's unstable. We all know that. She's obsessed with hunting down Megatron and it's made her a little…antsy. The only thing we can do is…"

"Grit our teeth and bare with it, I know." He said. "It just feels like everything I've done up to this point was for nothing. Functionism and the caste system still exist, we're on the verge of a large scale civil conflict, and now we're facing an energon crisis. Everything's falling apart and I don't know what to do."

Elita-1 frowned and gave him some half-hearted encouragement when Ultra Magnus stepped into the room. "Pax, Zeta Prime has ordered all strike teams to be on ready alert."

"Already? But it's hardly been a day!" Elita-1 complained.

"I know," Ultra Magnus said apologetically. "But Zeta wants all teams to be deployed once she's done with the meeting. We might be heading back to Nyon as well."

"I'm not surprised. I'm hearing she's planning on something big." Orion said. "And it might involve deploying the Omega Sentinels."

"Primus, you don't think she'll actually let them loose on a city without provocation, do you?" She asked.

"Let's hope that isn't the case, Elita." Orion said grimly. "Magnus gather the team and be ready to roll out on my order."

"Yes sir." Ultra Magnus nodded.

XXXXXX

The senate was in an uproar as they heard Zeta Prime's declaration. Many senators were enraged, among them Torenia and Halogen.

"This is an outrage!" Halogen roared. "A Prime's authority cannot be-"

"I'm doing what I must to fix the mess you let Sentinel and his faction cause after usurping Nominus." Zeta said coldly. "A mess the senate had a hand in, and we fixed two years ago, Halogen. I'm just sending the message that if the populace is willing to side with a bunch of anarchic tyrants against me, then I will meet their treachery with retribution."

"You're no better than Megatron!" Halogen spat. That garnered agreeing murmurs from the other senators, but they were quickly silenced by the angry gleam in Zeta's eyes.

Starscream leaned in towards Halogen. "Easy, Halogen. What is the loss of a few dissident sectors compared to defeating these vile Decepticons?" He smirked.

Zeta's large form marched over to the podium and leaned down until she was staring into Starscream's eyes. "I must admit my surprise, Starscream. I didn't think you'd have the stomach for such an operation like your sister."

"Please," He snorted. "I've done worse in the name of-" Starscream cut himself off before he could say anything stupid, but Zeta caught his slipup.

"What did you say?" She growled, her hand catching his wrist in a bone crushing grip.

"Ah, what I meant to say was, um…" Starscream knew he was in a bad position, and did the first thing he could think of…snitch. "Look there, a Decepticon spy!"

The Decepticon Soundwave transformed from his data player into his bipedal mode and ran for the doors as his location was compromised. The other senators immediately scattered to avoid him as Zeta tried to fire the vamparc ribbon, but all it did was shoot out a few sparks.

"It's overheated!" Zeta snarled. "Stop him, you fools! Seal all access points and contain him within the Citadel!"

Soundwave flipped over Starscream, planting a foot on the Seeker's face as he sprinted for the doors, paying no heed to the frightened senators. His freedom was ironically assisted by Orion Pax, who ran into the room upon hearing the commotion.

"Zeta, is there a situation in here? The alarm's been sounded and I-whoa!" Orion grunted as Soundwave pushed him aside as he ran into the hallway and fired two rockets from his shoulder cannon at the window.

He jumped out the shattered window and fell two stories before deploying Laserbeak from his chest. The avian mech took hold of Soundwave's wrist and slowed his descent the rest of the way, allowing his master to land safely on the ground before returning to his chest cavity. Soundwave sprinted out of the courtyard as the security forces assembled behind him. Zeta and Orion watched him run with displeased looks.

"If the secrets that Decepticon stole wind up in the public's hands…" Zeta scowled and looked at Orion. "Orion, you're my best officer. Gather your team and retrieve that data! Let nothing stand in your way!"

"I'll bring him back, sir," Orion promised, cock his gun. "Dead or alive."


	2. Cause and Effect

Chapter 2-Cause and Effect

Orion stood before his assembled team, his lucky face plate in place as he briefed them on the situation.

"Our target is Soundwave, a high ranking member of Megatron's inner circle. He's on the run and carrying classified intel. Our job is to make sure he never delivers it." He explained.

"With Iacon's air defenses, there's no way he can call for extraction. If he's on foot, I'll find him!" Hound said.

"Then we put the hurt on him!" Ironhide growled. "I'm tired of these Decepticreeps making us look like chumps."

"You'll get your shot soon, Ironhide." Orion said. "Autobots, roll out!"

Orion ordered all available Autobot teams to cover the access routes in and out of the city. There was a high chance of Soundwave taking the shortest route to Kaon through supply lines that ran through Praxus near the Badlands' borders. Orion, Elita-1 and Prowl monitored the most direct route to Altihex.

"Any intel on our mech, Pax?" Prowl asked.

"Soundwave is very high in the Decepticon hierarchy, he's a master spy and he was Nightshade's partner throughout their private war against the Functionists." Orion explained. "Chances are he was responsible for massacring the old senate in Kaon with the aid of Megatron and some unknown accomplices. Nobody who witnessed the killings lived so we don't know what to expect."

"And on a more personal note?" Prowl inquired further. Orion was silent a bit before answering.

"Soundwave has lived his entire life fighting and running with Nightshade. He knows how to evade the authorities and he's well versed in combat too. I suggest taking care to watch your back to make sure he doesn't show any surprises."

Locating Soundwave was harder than they thought. The Autobots were spread thin into teams of two hunting one bot in a city as large Iacon. Zeta put the entire city on lockdown, but it was going to take time to reroute mag-trains set to travel out of the city. But thankfully Silverbolt found their target after almost an hour of searching.

"Hound, Chromedome, I'm over your position and got a visual on the target!" He reported. "He's heading east through the factory district!"

"Roger that 'Bolt. We have him in sight and moving to intercept." Hound said.

On the ground, Soundwave was running through the crowded streets, pushing people aside as he headed toward the railways that crisscrossed the city skyline. Chromedome transformed and leapt up, throwing an EMP grenade at Soundwave. It missed him, but detonated close enough to catch Soundwave's right leg in an EMP wave. It's effects were immediate and Soundwave stumbled, turning on his heel and firing two rockets at Chromedome, who jumped to the side. When Hound appeared on the scene, Soundwave knew he had to act fast.

"Ravage, eject!" Soundwave deployed his black feline proxy from his chest, who transformed from his data disk form and lunged at the two Autobots. Ravage leapt onto Chromedome, digging his claws into his side just under his left arm. Chromedome grunted and threw him off, only for Ravage to land on Hound's hood and start ripping and tearing at him as well. Hound instinctively transformed to get him off and Ravage leapt off him to run back to Soundwave, his job done.

From his position above them, Silverbolt saw it all. "Chromedome and Hound are down!" He said. "Target is heading towards the aerospace bridge!"

Prowl and Ironhide were zeroing in on that area, moving to intercept Soundwave from both sides. "This is Prowl, we're moving in on the target. Don't lose sight of him, Silverbolt!"

Soundwave saw their pincer maneuver and knew that without proper weapons, they'll subdue him in minutes. But the best defense was a devastating offense. "Rumble, eject!"

The small mech ejected from his chest cavity and hardened his already large arms into their pile driver forms, slamming them into the ground. He channeled powerful vibrations from his inner core through his arms into the ground, generating intense quakes that rattled the area around him. The vibrations grew stronger the more they traveled out, and they were absolutely devastating to the bridge above them. The supports weren't built to handle the localized quake and began to shake and groan, the tensile metal bracings beginning to groan from the strain of holding the bridge up.

"Prowl, hit the brakes!" Ironhide yelled. "The whole place is falling apart!"

"Eat this Autobots!" Rumble increased his vibrations to the point where even Soundwave found it hard to remain upright. It was too much for the bridge to handle and the support columns began to crumble.

Prowl and Ironhide watched horrified as they saw the bridge break apart and collapse, taking with it the hundreds of transformed bots driving along the highway atop it. A large section of the bridge crashed to the street below, sending debris falling on top of Ironhide and Prowl, who were barely able to avoid being crushed underneath by the bulk of the debris that killed dozens of civilians. Even still, they were caught under the rocks and immobilized. Once Rumble was done, Soundwave picked him up and ran from the disaster zone.

"Rumble just brought down a bridge. Multiple causalities listed. I've got eyes on our boys, but I lost sight of Soundwave."

"Silverbolt, call Ultra Magnus and have him send emergency teams to the aerospace bridge. If Soundwave stays on course, then chances are that he's heading for the marketplace." Orion said as he and Elita-1 drove down the street on Soundwave's trail.

The Iaconian marketplace was where bots from the artisan and manual castes would gather to sell their wares. Slowly, the pair drove through the thick of the crowd, searching for signs of the dark blue mech. Silverbolt's assistance made it easier when Orion spotted Soundwave's familiar frame amongst the crowed and he sped forward to lunge at him. Orion changed forms and crashed into Soundwave, knocking him onto the sidewalk. Soundwave kicked Orion off and jumped to his feet, deploying another proxy from his chest.

"Frenzy, eject. Initiate mass hysteria!" He commanded.

"Let's make some noise!" Frenzy's arms shifted into radar dishes and released powerful sonic waves into the crowd around them. These sonic waves were high pitched and painful to the audio sensors, but their main effect was to increase the aggressive tendencies within a bot's processer and turn them into enraged lunatics. Frenzy had no problem inducing madness in an already paranoid and stressed populace with two Autobots in their midst.

"What the hell?" Orion yelled as the people around him began swarming them, throwing punches and kicks and shouting insults at his face.

"The officers don't care who gets hurt in their war!"

"Get out of here!"

"You can't protect us!"

"Have you people gone insane?" Orion hissed, pushed to his knees by the growing pile on him. "Stop this! I don't want to hurt you!"

"I don't think they care about that, Orion." Elita-1 said, forming a tk shield around them to keep the mob from swarming them.

Soundwave turned his attention from the mob to the Aerialbot circling above him. He wordlessly deployed Laserbeak and had him fly up at the Autobot. Without any command from Soundwave, Laserbeak fired his laser cannons into Silverbolt's underside, taking out his fuselage and thrusters.

"Where did you come from?" Silverbolt grunted. He tried shooting down Laserbeak, but the bird bot avoided his pulse blasts and fired another blast into his wing, causing him to drop like a rock. "Guys, I'm going down!"

Silverbolt crashed through a neon sign before hitting the ground and skidding through the sheet metal of the street. He reverted to robot mode and landed on his back, severely damaged and unconscious. Soundwave heard a loud bang and saw that Elita-1 had used her force shield to blast the rabid mob off her and Orion. He took back Frenzy and transformed to his smaller alt mode, allowing Laserbeak to grab him in the air and fly him over to a cargo train passing overhead.

"You're not going anywhere!" Elita-1 growled and fired her grappling hook onto the train, allowing it to pull her along.

"Wait, Elita, don't go alone!" Orion shouted after her. He cursed and switched forms to drive after the train.

On top of the train, Soundwave was in his robot mode kneeling on the high speed train that was no doubt heading outside the city. He hoped to at least reach the outskirts of Iacon and go the rest of the way on foot via the secret tunnels and passageways he had mapped out years ago. He went to look oer the side to make sure he lost the Autobots, but stopped when he felt a mental tug on his mind before leaping to the side to avoid a metal spike that was thrown at him from behind.

Elita-1 had jumped over the side and landed on the train, shooting pieces of sharp metal filaments at Soundwave. The spymaster took out a laser staff and skillfully deflected the fragments with expert movements akin to a master martial artist, and rushed Elita-1. She flipped over his head and tore up a large piece of the train's hull, throwing it at Soundwave. He kicked it away, but she fired a force blast into his chest that almost knocked him off the train. At this height and moving at this speed, falling off was the last thing he wanted to happen.

Glancing at Elita-1, he flexed his right arm and brought out a long, sharp blade from his wrist and charged at her. He slashed at her face and chest, but she dodged his attacks and took out a short sword of her own, moving to stab him in the chest. He grabbed her arm and tried to throw her off, but she telekinetically moved herself to come flying back at him, burying her feet into his chest in a hard kick. Soundwave fell onto his back but rolled to his feet, watching Elita-1 leap at him with her sword in hand. Expecting him to attack her, she was surprised when he simply sidestepped and allowed her to fly right past him.

"Frag!" She cursed as she crashed head first through a window and into a little energon shop, crashing into a table and landing on her face.

The patrons who were just enjoying their day looked at her in shock, especially the two femmes who were just having a calm day out just seconds ago. Elita-1 got to her knees and gave them a sheepish little smile.

"Um…my bad?"

XXXXXX

The journey to the border between Mytharc and Kalis was shortened thanks to Soundwave's knowledge of the terrain and his use of the natural tunnels that cut straight through the areas he knew was on high alert for his presence. It was night now and he was limping to Mytharc's territory still sporting his wounds from Elita-1's earlier assault.

'I must initiate auto-repairs.' Soundwave thought. 'They must hold until I can reach Nightsha-'

Something slammed hard into his back and sent him to the ground. It was Orion Pax. Soundwave tried to deploy Laserbeak, but a hard punch to his chest dented his cavity and jammed his launching mechanism.

"That's enough of that." Orion growled.

"Don't be overconfident!" Soundwave grabbed Orion's rifle and smacked him in the face with it. Orion stumbled back and the spymaster rushed him, throwing both of them into a crevice near them.

Orion got to his feet and was almost impaled by Soundwave's wrist blade. The Con slashed at his face and chest, and Orion deftly avoided his attacks. Pax grabbed his sword arm and stabbed it into the rock wall, kneeing Soundwave in the torso and punching him in the face repeatedly. Soundwave deflected his fists and punched his jaw, only for Orion to spin around and bury the blade of his energon axe into his shoulder. The red hot blade melted into the metal of his shoulder joint and the pain momentarily blinded Soundwave, allowing Orion to elbow him in the face hard enough to crack his visor and knock him out.

"And stay down." Orion panted, pulling his axe out of Soundwave's shoulder.

"Orion!" Hound called out as he and the others ran to join him. "Thank Primus, I knew we'd find you! I followed your trail from the service depot."

"Sorry we missed the party," Chromedome said, pressing a hand to his bleeding side. Elita-1 was already welding his wounds with a little heat torch to stem the bleeding.

"Wow," Ironhide whistled, looking at the battered forms of Orion and Soundwave. "Looks like he put up one hell of a fight."

"Nothing I couldn't handle." Orion said dryly. "Ironhide, change into your carrier mode. Let's get this slagheap up and head back to-"

"Not so fast, Pax."

Orion felt a gun pressed to the back of his head. He glanced back and saw Nightshade standing behind him with a squad of Seekers, their weapons pointed at all of them.

"Soundwave's one of us. You ain't taking him anywhere." Skywarp said.

"You're interfering with a sanctioned manhunt." Orion said.

"You Autobots are pretty far from home. This ain't your jurisdiction no more." Ramjet smirked.

Orion made to draw his axe, but Nightshade stopped him with a sharp bonk to his head. "Easy now. We're here for a reason other than Soundwave. Its Megatron…he wants to have a quick word with you. It's just a little sit-down. Then you can go."

"Yeah right." Orion growled.

"You might be able to escape this tussle." She pointed her pulse rifle at the wounded Chromedome and Elita-1. "But if you try, I'm under orders to execute your friends. It's your choice."

"Don't do it, Pax!" Ironhide yelled. "She's spoutin' slag! We all know it's a trap!"

"Let the smart ones talk, old man." Thundercracker hissed.

Nightshade turned Orion around and stared into his bright blue eyes, little more than a hair's breath away from each other. "Well, Orion-what's it going to be?"

XXXXXX

The place where Megatron wanted to "chat" was at a drinking hole in Mytharc called the Jump Point. It was a place where workers who slaved away at the forgeries and smelting pools would gather to drink away their exhaustion and sorrows, though despite its dingy appearance, the place sold some high quality drinks. Today, it was closed to the public, guarded by three Decepticon bruisers on Megatron's orders so that he didn't have any interruptions.

Orion Pax didn't know what to think or do as he sat across the cleanly polished table from Megatron. The last time they had traded words with each other was two years ago, over Elmeth's still body hours after Tarn's destruction at the hands of the Kadesh. His last words to for him to leave and never return and Orion did just that. It would forever haunt him till his dying day. Tarn still hadn't fully recovered from that attack and it would probably be years before the city could be close to repaired. The citizens had long since relocated to Kaon under Megatron's leadership, rallying under his banner from the tragedy. They now knew who sent the beast to their city, and they wanted blood.

He noted Elita-1 being held hostage by Astrotrain and Blitzwing for his compliance, so Orion decided to play nice now. In the meantime, he studied his former friend.

Time hadn't changed Megatron physically. He was still the same imposingly strong mech with gunmetal gray and black armor, with a bright purple Decepti-brand on his chest. A sleek black fusion cannon rested on his right forearm, a symbol of his power. His face looked slightly older and worn, and his orange red eyes burned brightly with unbridled hatred.

"So you bagged one of my officers just to tell me that Iacon's corrupt?" Orion scowled. Seeing Megatron, the mech who made his job hell everyday for two years straight, made him angrier than normal. "I knew that back when you were still getting ener-jacked in slam."

Megatron chuckled. "Beneath all the anger and cynicism, Orion, you're still an idealist. You still believe you can change the system from within."

"You don't know a damn thing about me, Megatron." He said. "And by the way, tell your mindless three form thug to go easy on Elita. She gets so much as a scratch, our little reunion gets heated."

"Of course, it'd be a shame if things turned violent." Megatron motioned for Blitzwing to remove the gun from Elita-1's head. "Now, Orion, do you remember that momentous occasion back in the Decagon? When you stood up to the senate, challenged their authority-quoting from my own manifesto? I do, I thought 'here's someone with a vision! Someone I can work with!'".

"I thought the same thing as you, until you started all that slag in Kaon. The Functionist council was dead, and we had proof of sentinel's indiscretions, and you've managed to make the sacrifices of my friends worthless in just one night." Orion huffed.

"I did what I had to for my revolution, Pax."

"You're a criminal posing as a revolutionary."

"And you're a revolutionary posing as a cop." Megatron replied. "As I said, we could accomplish great things together."

"Tell that to all those times you ignored my calls after sacking Kaon."

Orion suddenly felt a message get beamed straight into his brain. " _Pax, this is Ironhide. Keep stallin' him-heavy transports' inbound."_

"You know I wasn't in the mood to talk to you after what you did." Megatron said darkly. "Let me ask you this-how do you think the insurgents knew where to hit you in Nyon? They were tipped from the inside."

"Where are you going with this?"

Megatron raised his arm and Laserbeak flew onto the table. "Let me play you the data Soundwave procured. See for yourself; exhibit A: Starscream and Zeta Prime."

Laserbeak projected the council session from a small camera in his head. Orion was shown everything, from the introduction of the vamparc ribbon to its live demonstration, and when he saw Zeta's reply to Starscream's inquiry about a power source, his gaze turned colder than the glacial plains of northern Cybertron.

"I never did trust Starscream." He commented darkly.

"You'd be a fool to." Megatron agreed.

"You went through a lot of trouble to show me this." Orion said, staring directly into Megatron's eyes. "Why? Why now?"

"Because Zeta Prime possesses a radical new weapons technology…and with it, she'll kill everyone in Nyon, including us."

Orion could see that Megatron was deadly serious and forced himself not to take the despot's words at face value. "You're reaching Megatron."

"Am I? Let me connect the dots for you; Zeta set you up. She sent your team into Nyon knowing you'd be a target by insurgents. Your deaths would have been a pretext to invade. Has none of this occurred to you?"

"What the hell do you want from me?!" Orion yelled, now fed up with Megatron's word games.

"I want you to accept that the true enemy is the autocracy you serve. I want you to help me bring it all crashing down."

"That's not why I formed the Autobots. That's not why I led an assault on the Functionist Council." Orion said. "I did all that to avoid this situation!"

He got another transmission from Ironhide. _"Transport's holding overhead, Pax. Just give the signal."_

"There's only one thing I have to say to you, Megatron. Something I should've said after the Sundering of Tarn."

Megatron scowled. "And what's that?"

Orion gave his most honest reply. "I'm sorry."

The apology actually caught Megatron off guard. This gave Orion the chance to kick the table at Megatron and draw his barrage cannon, firing a blast at Blitzwing's chest that allowed Elita-1 to get free.

"Autobots attack!"

The roof was blasted in and Hound landed on the bar shooting down the surprised Cons. Prowl and Ironhide burst from the floor firing at Blitzwing and Astrotrain. Despite the rude interruption, Megatron couldn't help but look at Orion impressed.

"Well played, Pax. I underestimated you." He said.

"You usually do." Orion replied. "Ironhide, now!"

Ironhide punched Astrotrain in the face and grabbed hold of Elita-1. "Come on, little lady. Say goodbye to your new friends."

"Thanks for the save!" Elita-1 said before following Prowl and Hound out.

"Pax, move it!" Ironhide yelled at his commander.

"You're lucky my team comes first." Orion growled.

"Or what? You'd haul me in?" Megatron huffed. "You've been trying for two years. Besides, the entire city is under Decepticon control. How far do you think you'll get?"

"Far enough!" Orion jumped up to kick Megatron in the face before running to the hole blown into the wall. The Autobots crashed out the windows in vehicle form and drove down the street with the Decepticons shooting their guns after them.

"It's a long drive back to Iacon, Autobots! So move!" prowl said.

"We'll never make it!" Hound said. "There's Decepticons everywhere!"

Orion sent out an emergency pulse signal through their comm-channel. "Rally on me, Autobots! We're leaving!"

The Decepticons heard a loud roar and looked up to see a giant draconian creature with a body shaped like a space shuttle land on the ground and unleash a barrage of plasma and missile fire from his onboard weapons.

"Load up, boys! We're taking fire and the meter's running out!" Sky Lynx said.

"Am I glad to see you, Sky Lynx!" Elita-1 smiled.

"As you should!" The giant Autobot huffed proudly.

The Autobots loaded up into Sky Lynx's cargo bay and the hatch closed shut behind them. Ironhide gave the signal to disembark and Sky Lynx's massive body flew off the ground, reconfiguring into a space shuttle as he felt away. Nightshade hopped onto a rooftop and pointed a sniper rifle at them.

"I've got a clear shot of their shuttle, Megatron." She said.

"Let them go. Harassment fire only." He ordered, grinning. "With what he's learned, Orion will do more damage to the Autobot cause than we could in a hundred years."

XXXXXX

When Zeta Prime learned of their failure to apprehend Soundwave, she was livid. The entire Autobot team witnessed the bulk of her rage at them, but it was Orion who took the brunt of her temper. He didn't even flinch as she yelled in his face.

"You're an embarrassment to the Autobot cause, Orion." She hissed in his face. Her cold eyes glared into his masked visage and he glared right back. "I tasked you with retrieving hyper-sensitive intel, yet you return to me with nothing!"

"Oh, I gathered intel all right," He growled. "I saw for myself what you were planning, Zeta. It's madness! Our war is against the Decepticons, not our own citizens!"

"Do not presume to judge me for my methods, Orion Pax!" Zeta spat. "That's the second ambush you led your team into! Clearly you lack the subtlety and strength for true leadership!"

"Ha! Like you're a shining beacon of peace and unity!" Orion sneered. "You shouldn't talk, Zeta. Say what you want about me to make yourself look good, but at least the people of Iacon don't whisper my name in fear like I'm Unicron!"

"How dare you insult your Prime!" Zeta snarled.

"How dare you insult the mech who made you a Prime!" Orion yelled back.

"Enough of this, both of you!" Ultra Magnus yelled, standing between the two before things got physical. His Elite Guardsmen stood close, ready to interfere on his behalf.

Zeta and Orion glared at each other for a minute before stepping back from each other. Then Zeta said in a clipped tone, "I have another missing for you. Fail it, and I'll leave you to the Decepticons."

Taking Orion, Ironhide and Prowl down into the Citadel's operation center, Zeta told them of their next mission. "Your mission is to apprehend the insurgent who has been giving us trouble in Nyon. His…capture must be etched into the minds of al who threaten our order."

'Right…capture.' Orion thought scornfully. Zeta out to learn how to be more subtle with her true intentions.

"Great. This'll be like chasing a comet-trail into a black hole." Ironhide groaned.

"Easy, Ironhide." Orion told his friend. "I'm not sure I like what you're implying, Zeta."

"Your opinion on the matter is irrelevant." Zeta dismissed him "Our intel has identified this little revolutionary and while he's new to the insurgency, he's proven to be cunning and fearless. He's exactly the kind of recruit we don't want the Decepticons to have."

"Nyon's a rough neighborhood." Prowl said. "Do we have any leads on this mech?"

"Just one," Zeta brought up a holo-image of a young red and orange mech on the display. "His name is Rodimus."

* * *

 **Here is the second chapter of the story, where we get some one on one time between Orion and Megatron, who are both still hurting from the events of Tarn two years ago. I hope you all enjoyed it, as I'll be updating Distant Stars in the meantime before coming back to this. Please leave a review and thanks for reading.**


	3. Ruins

Chapter 3-Ruins

Alpha Trion, head archivist of the Hall of Records and guild master of the data caste, sat in his office at the top of the tallest building in the Hall. The Covenant sat on his desk, open with its pages spread baring words that could only be read by Trion himself. It was dusk, with the sun fading into the horizon. Usually these moments of twilight would give Alpha Trion some peace from a hard day's work, but not today. Instead, the approaching darkness only made him unsettled and wary of the events to come.

Zeta was becoming increasingly unstable and obsessed with removing all traces of rebellion on the planet. Everywhere she looked, she thought there were threats where there were none. Trion thought it a surprise that she didn't start accusing the senate of committing treason behind her back, but it was only a matter of time. Zeta's paranoia would be the end of her and all of Cybertron if things kept going down this path like this. As if things weren't already complicated enough, the Covenant was being rather vague on the future of Orion Pax. Alpha Trion didn't know why this was, but he deduced that something significant was going to happen soon with Orion at the heart of it.

'I shouldn't be surprised at this point.' Trion thought. 'Orion has always lived an eventful life. One full of suffering and hardships on his end, sadly.'

It reminded him of his own early life, and the tragedies that followed. That brought back memories he would rather forget. Thankfully, a distraction came in the form of a visiting senator that he knew very well.

"Alpha Trion?" A feminine voice called out.

"Torenia, please, come in." He waved the senator in and she entered his office looking more exhausted than before. He offered her a seat and sat back in his chair. "How are you? I heard about the Decepticon infiltrating the Citadel."

"I'm fine, as are the other senators, though we're all shaken. Soundwave is no assassin, but he has a habit of getting into places thought untouchable." Torenia sighed. "Zeta is livid at how news of her so-called weapon was stolen by the Decepticons and at Orion for losing him. They almost came to blows in front of the Elite Guard over the vamparc weapon."

"Yes, I heard about that monstrosity. I knew Zeta was slipping, but to use an entire city as fuel." Alpha Trion shook his head. "It's unthinkable. Not to mention the public outcry at such an action."

"She thinks she's doing us all a favor by wiping Nyon off the map. She's even outfitted the Omega Guardians with the vamparc cannons. We're doing everything we can to stop her but she'd dead set on depriving the Decepticons of their "troops"."

"I would like to help you, Torenia, but this is out of my sphere of influence. All we can hope is that Orion can somehow convince her not to go through with this place…or stop her if she does. I know he won't let her do this to innocent people."

"Yes, and that's what worries me. Zeta knows this too and I can't help but think that she's getting tired of Orion questioning her every action. Their arguments are legendary at this point and they're only getting worse." She said.

Alpha Trion looked at the senator in sympathy as she worried herself sick over the condition of Orion. She was like this more often than not lately, mainly due to her close connection to Orion. Unknown to all but a few, including Alpha Trion himself, Orion's Spark was ignited in a lone hot spot deep inside a cavern in a remote area of Iacon's territory. Torenia had happened upon him by accident following a quake that caused the ferry she was riding on to crash to shore. She found his Spark in a little crevice, a little green ball of energy sticking out of the ground. Torenia took it upon herself to harvest the little Spark with some sentio metallico and assist in the deep coding herself until help arrived.

Even after the protoforms was sent to a facility Torenia continued to keep tabs on the little one, from his early stages to his maturation two weeks later. Orion didn't talk with her as much as he used to following the chaos two years ago, but he tried to speak to her whenever he had the chance, and Torenia always made time for him when he came. Alpha Trion couldn't help but liken it to a mother fretting over her child.

"I know you want to do something about these new developments, Torenia, but I must insist that you watch yourself. Zeta is no longer of a sound mind and she will only take so much back talk before she decides to quiet you for good." He told her. "She even has eyes on Orion, whom the public has better words for than her."

Torenia sighed and rubbed her forehead. "What's the point of the senate if the Prime doesn't heed their council? I thought things would at least get marginally better after Sentinel's death, but things had only gotten worse."

"The people have been hurt one too many times, Torenia. They're tired of being enslaved, beaten and ordered around like drones. They're angry and speak out against the people or government that put them in this hellish limbo, and Megatron is their voice. He is their sword and the Decepticons their shield. They are fully willing to side with him if it means the elimination of the politicians who put them down for so long." Alpha Trion explained.

It was a mindset that wasn't that complicated to grasp. There were many tyrants and kingpins who ruled through fear and intimidation. Though he agreed that such brutality was one way of putting the people in their place, their arrogance blinded them to the fact that the people outnumbered the nobility a thousand to one. Fear is a useful tool, but eventually, the people will get tired of being afraid and will become angry. And when you're a lone tyrant dealing with a vast number of disenfranchised people surrounding you, the odds are rarely in your favor. The few who realize this often turn to mass genocide, making the problem worse and paving the way for a possible coup. Trion had seen it happen one too many times in his lifetime.

"So we either let Zeta do her thing and have all of Cybertron come down on us or hope that Orion can convince her otherwise to stop the killing of hundreds? That's no solution, that's just a temporary measure to keep things from getting out of control." She said.

"That's where you're wrong, Torenia." Alpha Trion said. "Things are already out of control."

XXXXXX

The journey back to Nyon was long and tense. Orion was still seething from his argument with Zeta, but he was slowly calming down as they neared their destination. He instructed Sky Lynx to find a place away from any major population centers, which was near the outskirts of the residential area in the slums, where people rarely went in fear of being assaulted by local gangs or rogue military officers from the old senate regime. As Sky Lynx flew over the city, Orion asked for a sit rep of where they were going.

"According to intel, out target's taken refuge near the outskirts of Nyon's territory around the Rust Narrows." Prowl said, bringing up a holo-map of the region from his palm. "It's not inhabited ad there are a lot of places where insurgents can hold up."

"Got it. Sky Lynx, you know where to go." Orion told their living transport. Sky Lynx followed the coordinates to an even more desolate part of Nyon's territory. It looked like a natural disaster had befallen this region and the Autobots couldn't help but liken it to the old ruins within the Sea of Rust. As if Nyon couldn't get any more depressing. Sky Lynx landed in an open area of the Rust Narrows and allowed his passengers to disembark.

"Last stop: Nyon, the ugliest city on Cybertron. Please keep your belongings within eyesight at all times and never speak to strangers unless you plan on getting shanked for your troubles." Sky Lynx announced.

"Sky Lynx, please." Orion sighed. The massive dragon bot grinned with his wide mouth of dagger like teeth and took off to hover over the city. Seeing their transport vanish into the thick clouds above, Orion turned to his team. "Let's get moving."

They took on vehicle mode and drove through the cracked, uneven streets of the Rust Narrows, trying their best to ignore the people who looked like walking corpses and their lifeless eyes. Orion had flashbacks to the tragedy that befell Tarn and when he saw a few dead protoforms lying in the alleyways, he stopped paying attention entirely and focused on the street ahead of him. A few minutes of driving led the team to another part of the Narrows that was vastly more different than the rest of Nyon.

Unlike the rest of the city, this area wasn't rundown from negligence and violence, but from age and disuse. It was less of a district and more like an ancient ruin, with tall curved buildings and glyph covered spires. There was even a massive domed building with giant statues of cybertronian knights lining the walkway. It harkened back to a more ancient time. A time of prosperity and order.

"We're here. The ruins of the old Acropolis." Prowl said.

"Amazing. I've read about this place back in the Hall of Records." Elita-1 breathed, her inner scholar coming out for the moment. "Legends say it was one of the capitals of ancient Cybertron, long before the proper formation of the thirteen city-states. It's been abandoned for a long time following the Quintesson occupation."

"And it's in Nyon of all places. Nice to know this hellhole is good for something other than black market sales prices." Hound said. "But we don't know anything else about this place, or what to expect."

"In a place with this many hiding places for insurgents of weapons, it sounds like a damn death trap to me." Ironhide grumbled.

Silverbolt circled over their position above the region. "Ironhide's right, sir-I won't be able to cover you in that labyrinth."

"Just hold position, Silverbolt." Orion ordered. "Keep your comm clear."

"Roger that sir."

Orion led his team into the Acropolis, keeping an eye out for any surprises. There was little they could do if there were hidden bombs or turrets, but they could keep their eyes open for any soldiers hiding behind the statues. Orion felt a bit funny since stepping foot onto holy ground, like a short surge of…something. He couldn't shake the feeling but figured it was just the thick air getting to his intakes.

"So what's the story on this…Rodimus?" elita-1 asked, gazing up at the towering statues that were probably the most intact structures in the Rust Narrows. "Anything we need to know?"

"Word is he's enhanced for speed and precision. But by who, we don't know." Prowl informed her, describing what he already memorized from the criminal profile he read earlier. "And more uncommon rumors tell that he has a design quirk that is similar to an outlier's power."

"Really?" Hound said.

"Possibly, but don't put too much stock into it." Prowl said. "None of this is concrete, seeing as Nyon's civilian database is severely out of date."

The Autobot came upon the largest structure in the Acropolis, a mighty fortress that was once a place of worship for an order of warriors who faded into the annals of history. Elita-1 wondered how beautiful this place was in the past and how she had missed a place like this back in the data caste. You'd think something like this would at least put Nyon on the map for archeological sites and study by the proper castes.

As someone who often valued historical sites told in old datatracks, she was saddened and enraged at how neglected Nyon was by the government. Even their senator had long since forgotten about it, having killed himself when Megatron came knocking out of fear of being torn apart by the very people he put down in a revolt-a revolt that never came. She knew that the senate was less than useful before the Uprising, but how could anyone just leave an entire state to rot like this?

"All right, listen up!" elita-1 regained her focus and looked t Orion. "Hound, you take point. Find our target. Prowl and Elita-1, cover him. Ironhide, cover the rear."

"Locked and loaded." Ironhide powered up his arm cannons. "After all, walking headlong into ambushes has been our specialty lately."

Orion grinned and summoned his face plate. "If it wasn't dangerous, we'd be in the wrong place."

They entered the main fortress and came upon a great hall. Light from the faint sunlight peeking through the clouds shined through the stained glass windows that made the chamber luminous. To think that a place so beautiful rested in Nyon. Orion faintly remembered the church of Mortilus in Tarn. He wondered if the church was still there…along with Elmeth's ashes.

Everything was silent save for their footsteps and Ironhide's annoyed grumbles. When they reached the worn eroded statue of Prima at the far end of the chamber, two laser bolts hit the wall above Prowl's head.

"Sniper at 0.37!" He yelled, ducking to avoid any more shots.

"Take cover!" Orion yelled and fired his cannon at the attacker. The mech, whose face was cloaked in the long shadows of the statues, dodged the blasts and jumped onto the head of a fallen statue.

"Autobots! I've been waiting for you." Rodimus of Nyon said as he stepped into the light. He was a fairly young mech with red and orange armor and yellow flame designs on his chest. On his back was a folded up v-shaped yellow fin and three electro grills on his forearms. "You got guts coming here, I'll give you that." He gave them a large grin and waved them over. "Now let's see if you can keep up!"

"Keep up with this, punk!" Ironhide yelled and fired his cannons at Rodimus, but the mech had already switched to car mode and drove away, deeper into the fortress.

"Wow, nice shooting, Hide." Elita-1 drawled, shaking her head. "Greatest shooter on Cybertron here."

"Shut up, Elita-1. I'll nail him."

"Enough. Let's go after him before we lose his trail." Orion said, walking past them. He grimaced a bit and shook his head to get rid of the faint tingling in his head as he went deeper into the Acropolis.

XXXXXX

Hound's keen olfactory sensors helped the team navigate the fortress, following Rodimus's trail a specific path that they'd most likely never noticed if they were exploring the place blind. After a quiet walk down the hallway, they entered a massive chamber with ornate statues of cybertronian warriors standing side by side to each other, each statue different and unique.

"Rodimus came through here." Hound said. "He's not even trying to cover his tracks."

"Watch your corners, team. Stay alert." Orion said.

"This place reminds me of the old datatracks Alpha Trion used to show me." Elita-1 said as she studied the tall statues. "They were about ancient settlements and battle fortresses of the Knights of Cybertron…that is, if they ever existed."

"I saw something like that too." Hound said. "The Knights were said to be the vanguard of the Thirteen Primes, led by Prima and acted as Cybertron's guardians long before the city-states were founded. They were an order of wisdom and fought for justice."

It was a common enough tale; one of an order of knights formed by Prime of the Thirteen to protect the early cybertronians from the prehistoric beasts that roamed Cybertron. They fought to uphold the ideals of their race-duty, honor, equality, perseverance-things long since lost following the Rust Plague that ravaged their kind across the galaxy. No one believed they existed thanks to a lack of solid evidence, but there were some who took these stories to heart. Dai Atlas and a couple of others formed the Circle of Light as a patriotic sect that acted as modern day knights, fighting with swords and other weapons but never raising a hand in anger-only friendship. Orion used to enjoy hearing about the Knights, but now just thinking about them left cynical thoughts in his head.

Things like chivalrous knights who defended the weak and fought evil was the stuff of legends. Where were they when the Quintessons invaded? Where were they when the Proudstar vanished, leaving Cybertron without a Prime? Where were they when the Rust Plague hit thousands of colonies and killed millions? No, the knights didn't exist, for if they did, they would've stopped Cybertron from becoming the nightmare it's turned into now.

"That's a nice story, Hound, but we've got our own justice to dispense." Orion said curtly. Elita-1 wasn't the least bit perturbed by his tone.

"But just imagine it, Orion-if only these walls could talk…the things we could learn-about who we are, how we should live." She smiled sadly. "It must have been a better world back then. No corruption, no pain…sometimes I think we're the derelicts of history, left here among the ruins."

"Real poetic, Elita-1." Ironhide scoffed. "Y'know, sometimes I wonder if you're cut out for this kind of work."

"And sometimes I wonder if you're cut out for this type of strenuous activity at your age." She shot back with a scowl. "Just because you have more experience doesn't mean you can act like I don't belong here."

"Then get your head in the game, girl. This is war, not those guerilla games you played during the Uprising."

Ironhide was suddenly slammed up against the wall by an invisible hand and Elita-1 marched right up to him with her eyes flashing. "Don't you dare call what happened in the Uprising a game. I lost my life and good friends to those functionist bastards while you were hopping to Sentinel's tune. Tell me, Ironhide, while Sentinel was getting his tailpipe rearranged by Megatron, where were you?"

"Elita, stop this!" Orion forced her to place Ironhide down and he stood between them. "We're in a combat zone and you two decided to do this now? What is wrong with you? We could be surrounded by enemies and your first inclination is to bicker like hungry protoforms!"

"Tell your sergeant to watch his mouth before he says something he's gonna regret." Elita-1 growled.

"Well tell your outlier friend that she better have the bearings to back up those bold words."

"Shut up!" Orion shouted. His yell echoed throughout the ruins, silencing everyone. He gave Ironhide and Elita-1 angry looks that actually cowed them into submission. "We're getting this mission done, or I'm pinning our failure on you two if things go south for us."

"Guys, I found something!" Prowl called them over. Still glaring at Elita-1, Ironhide walked over to Prowl with Hound as Prowl pointed to the words carved into the floor. "It's an inscription."

Hound knelt down to read it. "It's pretty faded. 'True freedom exists when all are one'."

"When all are one? Like that's ever going to happen."

Hound noticed something sticking out of the floor panels and peeled them away to reveal a dangerous device. "Hold up! There are plasma mines buried all around the chamber!"

The Autobots immediately went on their guard, but Prowl realized that something was strange. He took a closer look at the mines. "Odd. They haven't been armed. This Rodimus could have taken us out at any time."

"The fragger's playing with us!" Hound said offended.

As the others voiced their outrage, Orion glared up at one of the statues, feeling them stare back with their stony dead gaze. Cursing them, he marched forward while giving orders to his team. "Let's just get this done."

XXXXXX

It wasn't long before they entered another chamber. There were no windows or light sources, leaving everything in darkness-save for the glittering blue mural of the Matrix of Leadership. The Autobots gaped at the stunning image that looked as divine as it was beautiful, enough to make the master artisans of Harmonex praise it for stellar cycles to come.

"The symbol of the Matrix." Orion breathed.

"What is this? Some kind of shrine?" Elita-1 questioned.

"Just more superstitious mumbo-jumbo." Ironhide said uncaringly.

Elita-1 glared at him. "The Matrix is an important part of our culture, Ironhide-culture that the Quintessons and Functionists tried so hard to erase and suppress. It was said to have been a jewel on the hilt of Prima's sword, broken off during a fight with the Predacon King. It's said to be a fragment of Primus's Spark, a symbol of hope and peace in ancient times."

"It was a sacred relic of the Primes, a symbol of their power and status." Prowl said. He remembered Sentinel's forgery, the disguised bomb meant to act as the opening salvo in the war against all opposition to the senate. Cybertron would've been embroiled in a brutal witch hunt had Orion, Chromedome and a few others not removed it from Nominus Prime's body. To think that Sentinel would go that far. "Now people scarcely believe it's real."

"Oh come on, Prowl-the Matrix bearer thing is just propaganda to keep the common bots in line." Ironhide said. "You've seen Zeta. Does she strike you as someone being powered by the source of all life and hope."

"Enough of this!" Orion yelled. "Rodimus is just bating us, drawing us in."

"I don't know," Elita-1 said uncertainly. "He's had plenty of chances to take us out. I think maybe he's trying to show us something."

Sitting on an unseen ledge, Laserbeak sat hidden in the shadows as he recorded everything seen and said and transmitted it back to Megatron.

XXXXXX

Megatron smirked as he watched the feed Laserbeak was sending back, reclining in his seat in his personal chambers in Kokular, the Decepticon HQ in Kaon. "This is fun. The young Rodimus has led a…clever chase."

"I heard he was a racer for the underground circuits before he started leading resistance raids all over Nyon." Nightshade said, leaning on the back of his chair, wings tucked close to her back. "He's somehow managed to avoid the authorities for a long time, not that they're that smart to begin with."

"A master of deception and trickery. He would've made a fine Decepticon." Megatron nodded and gave Starscream a look. "A pity you could never recruit him."

Starscream gave an annoyed huff. He had tried to recruit Rodimus into the Decepticons numerous times in the past, but the young mech wasn't interested. When Starscream tried to threaten him into joining, he was left with four dead Seekers and a wounded pride. "Whether he wears our badge or not, Megatron, he's about to finish those troublesome Autobots for us." He smirked. "Something you've repeatedly failed to do, I might add."

Nightshade almost reprimanded him, but Megatron quieted her, not looking the slightest bit angry at the insult. "As usual, you miss the point, Starscream. Orion is about to see the truth…and when he does-all hell will break loose on Iacon."

XXXXXX

"Feelin' like a wild Shrike-bat, Pax." Ironhide complained, fingering his combat rifle.

"Stow it, Ironhide." Orion said. "Hound?"

The tracker pointed down the hall to the last chamber up ahead. "His tracks lead straight into the room but the data grid shows it's a dead end there."

"Hell yeah, end of the road for you now, kid!" Ironhide grinned.

The Autobots entered the room and were caught off guard by the eerie red glow that took over the chamber. The glow was coming from multiple tanks harboring bubbling red liquid inside. And on the floor were almost two dozen cybertronians who looked like they were falling apart. Mechs and femmes with dull, lifeless eyes and rusted armor hanging off of skinny frames. They all moaned and groaned in slow agony, but some were quiet-perhaps too quiet. It was a sickening sight for the Autobots.

"Primus help us." Elita-1 gasped. "What is all this?"

"Are those…energon tanks?" Prowl whispered in abstract horror. This wasn't what he was expecting. "Where are we?"

"And what are these people doing here?" Hound asked.

The door slammed shut behind them and Orion cursed. "Slag! Defensive formation! Weapons primed!"

"I wouldn't start shooting here, officer." Rodimus walked out from behind one of the tanks and stood amongst the dying crowd. "These tanks are highly volatile and don't react well to blaster fire."

Orion pointed his gun at Rodimus's head. "You're under arrest, Rodimus! Surrender and no one else will be hurt!"

"Let's hope so." Rodimus said, not even afraid. He waved his arms down at the morbid sight around him. "Autobots, I want to welcome you to the heart of the Acropolis. Once the shining center of the Golden Age, now just a den of rust and suffering."

"Stop with the games and tell us what is this about!" Pax shouted, losing his patience.

Rodimus frowned and waved his hand at the people. "Take a look around. Tell me what you see."

They all glanced at the thin, weary, dying bots suffering. They looked drained, low on power and very close to stasis lock, if not outright burnout. Even Prowl, who busted his fair share of circuit booster dens and druggies, had never seen something this horrific.

"They've all been bleed dry of their energon. Half of these people are already dying from low energon levels." Elita-1 said.

"I take it these are just a small percentage of the people afflicted." Orion said, his eyes narrowing into slits. "You led us here so that we'd see…Zeta did this!"

"And you helped her. These people come here, desperate to soak up any drops of power that has been spilled. They're dying-and there are facilities like these all over Cybertron." Rodimus said as he walked up to Orion. "Your government bled us dry and you wonder why we bombed you…why we fight to drive you from our neighborhoods."

"But we didn't do this. We didn't even know about this!" Hound said. Rodimus gave a smile that didn't reach his eyes.

"Some would say differently."

"Why show us this?" Orion asked. "Why not just kill us? You've had plenty of chances to take us out back there."

"Because I believe you're different, Orion. You're not like your Prime."

"What makes you think that?"

"Because of the holo-vids!" said a short, light purple mech. He was the bartender from the Jumping Point-Huffer. "They're all over the data-net showin' you standin' up to the senate and calling them out on their corruption! Deep down, like the ancient ones who built this place-you still believe in justice." He frowned at the dying people around him,. "Rodimus brought you here-showed you all this-so you could prove it."

"I won't resist." Rodimus said. "You can either arrest me…or stand with me. It's your choice, Autobot. Make it count."

Orion barely heard him. He was still trying to process what he just learned. He knew Zeta was ruthless but to know she was actually conducting torture on these people for heaven knows how long just sent his temper through the roof. The frustration, the anger, the betrayal, it all boiled over and he let it out the only way he knew how.

"AAHHHHHHHHHHHH!" He lifted his cannon over his head and threw it into one of the tanks, shattering it and sending the red liquid spilling onto the floor like blood. He stomped out of the room, away from the proof that Megatron had been right all along.

Oh how he was fortune's fool.

XXXXXX

Orion stood on one of the balconies he chanced upon while he was stewing in his anger. It gave him a perfect view of the grim, dark city. His mind was still trying to process all the terrible things Zeta was doing behind his back. Zeta, a femme he worked with to fight the Functionists, had done all this and then some to innocents just because she didn't want the Cons to get new recruits. First Megatron, now Zeta. Enemies from the front, enemies from the back, it just didn't stop. He couldn't take this scrap anymore.

"Orion?" Elita-1 and Prowl walked onto the balcony with him. "Orion are you there?"

"We could've prevented this." He muttered to them. "Nyon would've lived is Zeta just stayed the course…but now look at where we are. All that work to save Cybertron and she manages to ruin it in less than five mons (months). Fragging pathetic."

Elita-1 took his hand. "How are you feeling?"

"I don't know. I was mad before, but now…I just don't know." Orion held his head in his hands, leaning on his elbows.

"So Megatron was right about Zeta." She said. "What do we do about it now? Confront Zeta? I'm sure if we explain the situation, we might have enough resources to fight her."

"Fight her?" Prowl repeated incredulously.

"Prowl, Zeta's planning to turn Nyon into a burning crater. We don't have the manpower to fight her." Elita-1 said. "We know the truth now, and she won't just let us go."

"…You're saying we should side with the Decepticons." Orion said. It wasn't a question.

"That's insane!" Prowl protested. "We've been fighting them for two years and now you want us to join them?"

"Prowl, the Cons were fighting Zeta's aggressive influence and we all saw how brutal she's becoming to enemy and ally alike. I'm sorry, but they aren't the only problem anymore."

"But we're Autobots! You're suggesting we side with the dissidents against our own government!"

"A government that's declaring war on its own citizens and using them as science experiments and living batteries!" She yelled.

"No," Orion said at last. "Not the government. Zeta."

They were silent for a moment before Prowl turned to his leader. "Orion, what do we do?"

Orion looked back out to the city and opened his mouth to give his answer, but something caught his attention. Up in the sky, a massive fireball descended to the city. He then realized that there were more than one, and they all impacted close to each other, destroying large sections of the city as they crashed into buildings and killed hundreds upon impact. When the cold night air blew the thick clouds of smoke away, it revealed the colossal forms of heavily armed giants standing hundreds of feet into the air. A group of Omega Sentinels.

"You see that fire on the horizon, Prowl? That's our future burning." Orion said as he watched the Omega Guardians unleash a hellstorm upon Nyon. "Zeta's making her big push. We're all out of options."

XXXXXX

Nyon was burning. Five Omega Sentinels marched through the streets, firing their large plasma cannons. These colossal robots were created in secret by Sentinel Prime's defense team to as Cybertron's defenders, but in a time where energon was short in supply, they were a nightmare-both to refuel and maintain. As protocol dictated, they could only be controlled by high ranking members of the Cybertron Defense Force…or the ruling Prime. Zeta used this to great effect.

"Dissidents of Nyon! You have been branded as traitors to my regime! Now you and this wretched slum will be bled of energon so that Cybertron may thrive!" Zeta bellowed, walking with her goliath soldiers through the ravaged streets. Her vamparc ribbon was mouthed to her arm, fully charged and ready to rip apart whoever was in its sights. "Be not dismayed! Your rebel Sparks shall serve the greater order! Your future-your energon-shall live within us!"

She raised her vamparc and fired tendrils of energy that tore apart countless civilians fleeing in terror. Those that weren't killed by Prime were massacred by the rampaging Sentinels.

Within the Acropolis, the Autobots and Rodimus watched in horror as the city was systematically destroyed by Zeta. Seeing the chaos in the distance, Orion made his decision.

"Lock and load, Autobots!" he called out. "We're moving out!"

Rodimus glared at him. "That's it? You're just abandoning us?"

"No. but I will buy you some time to get these people out of here." Orion said. "This whole city's going to burn."

"Are you kidding? They're in no condition to evacuate!" Rodimus yelled. Orion shook his head and walked away.

"You don't have a choice. You're their leader now, boy. Find a way-or they'll all die here amongst the ruins." He said grimly. "Let's move!"

XXXXXX

At Kokular, Megatron watched the attack on Nyon with Nightshade and Starscream via Laserbeak, though the avian mech was scared witless. Though he didn't show it, Megatron was surprised at this sudden development, not expecting Zeta to do something so drastic. There were echoes of Tarn's burning in this massacre, but at least he knew who to kill for it.

"Primus…she's insane." Nightshade whispered. "And I don't use that word lightly."

"I must admit, I didn't expect this much…zeal from Zeta." Megatron said.

Starscream crossed his arms. "You sound impressed. The two of you are more alike than you thought."

"Hold your tongue, Starscream! Megatron is nothing like that psychopath." Nightshade hissed. "Megatron, what do we do?"

"Let's monitor the situation for now. We'll move out soon, but I'm far more interested in how Orion will handle this crisis."

XXXXXX

Elita-1 tried to ignore the burnt bodies of the unfortunate civilians as she followed her team through the burning streets of Nyon's commercial area. The Autobots assembled as close to the hot zone as possible as they tried to formulate a plan to route the Omega Sentinels that didn't end with them either crushed underfoot or vaporized. Thankfully they had enough ordnance to level a city block thanks to Ironhide, so they had something going for them at least.

"The Omega Sentinels are tough enough as it is…but with this vamparc tech we don't have much hope of taking them out." Elita-1 told Orion.

"We just need to slow them down." Orion replied. "We'll lure them down through the Rust Narrows and see what kind of damage we can do." He turned to the others. "Hound, lay down some graviton mines across that northern intersection. Ironhide, grab cover and be ready with the cyclone launcher. Elita, find a rooftop and pick your shots smartly."

"What about you and Prowl?" She asked.

"We're the bait." He said. "You have your orders. Roll out!"

They scattered and Orion and Prowl transformed to their alt modes, driving towards the nearest Omega Sentinel. The giant robot stomped down the street scanning for living targets to destroy when its covered face looked down and saw the two Autobots swerve around a corner. Orion gave a startled curse as he almost drove right into its foot and did an about-face as the walking death machine focused on them.

" **Target acquired. Terminate."** The Omega Sentinel droned and aimed its plasma cannon at them.

"That didn't take very long!" Prowl yelled, almost swerving off the street when the Sentinel fired a massive plasma beam at them. He could feel the intense heat behind them and felt the ground shake under them.

"Ironhide, be ready! We're inbound with a Sentinel in pursuit!" Orion called out.

Ironhide and Elita-1 were camping out in the fifth floors of two adjacent buildings that were evacuated following the siege. Two dozen graviton mines that Ironhide was somehow able to hide on his person were placed along the street and sidewalk. As soon as Orion and Prowl came around the corner, Elita-1 telekinetically pulled them off the street and into the alleyway just as the Omega Sentinel marched down the street, not stopping even as it lost sight of its target. It didn't even notice the mines until its large foot stomped onto them and detonated the mines.

Graviton mines were designed to increase the local gravitational field of its immediate area three times the normal gravity. With 24 of those things in one place going off at the same time, the gravitational pull was strong enough to increase the weight of the Omega Sentinel's leg and drag it to its knees. Ironhide and Elita-1 braced themselves as the robot's shoulders scraped the sides of the buildings in its descent, but they held on and opened fire with explosive bursts from their combat rifles, aiming at the weak points in the robots upper body. Ironhide lobbed six EMP grenades at its head along with a few missiles from his cannons, not letting up until he couldn't see its face with all the flames and smoke covering its torso.

Orion and Prowl were hiding inside an empty shop as the fireworks went on outside. "Elita, do you have a visual? Did you get it?"

"I can't get a solid visual on it, Orion. The flames are too intense." She reported.

Nearby, Rodimus and Hound watched the fiery display from a safe distance. "What're you worried about? That thing may be tough, but it ain't strong enough to take that kind of punishment unscathed." Rodimus said.

"I hope so." Hound said. "Those were the last of my demolition packs."

Prowl narrowed his eyes as he saw a pair of glowing eyes shining through the thick cloud of smoke. "It's still moving!"

The Omega Sentinel took a few minutes to stand back to its full height, but it did so with moderate damages. There were a few holes from where the missiles hit its body, along with its face mask shattered, revealing its stoic face and dead expression. Its leg was slightly damaged from the strain put on it from the graviton mines, but it was still operational enough to monitor for targets.

"We didn't even dent it." Elita-1 gasped.

"Aw slag, what are we gonna do now?!" Ironhide yelled.

"Elita, Ironhide, it's going to attack. Move, now!" Orion shouted at them.

The Omega Sentinel powered up its plasma cannon and fired on the Autobots' firing positions. Elita-1 was forced to jump out of the window and break her fall to avoid the plasma beam tearing up the building she was just in. It turned to the opposite building and slammed its claws into the fifth floor, almost crushing Ironhide as he made his own escape-by jumping on its arm. He fired his cannons into its face nonstop and quickly climbed down the length of the Sentinel's body.

"Ironhide, what the hell?" Elita-1 yelled at him.

"Not all of us have fancy powers to slow our falls, princess." Ironhide growled. He looked up and saw a red glow coming from the Sentinel's left arm. "Scrap!"

They ran into an alley as the Sentinel fired its vamparc cannon, shooting a powerful beam of blood red energy that tore into the concrete and led the beam down the street. The few civilians caught in the attack were killed, their energy immediately drained upon contact and died almost immediately.

"Primus, Orion, they're being slaughtered!" Elita-1 exclaimed. "What's the plan? Please tell me we have a plan!"

Orion watched the Omega Sentinel continue on its way unperturbed by the brief assault. It paid little attention to the buildings and statues in its path as it searched for more people to kill. Knowing there was little else for them to do, Orion closed his eyes and gave the order. "Fall back."

"What?!" Ironhide shouted.

"There's nothing more we can do here." Orion said, not liking the thought of running away. "Let's just hope we bought Rodimus enough time."

XXXXXX

Rodimus and Huffer watched the Omega Sentinels continue to lay waste to Nyon and its people. They stood on the outskirts of the Acropolis, watching in silence as the crowd of people they were able to gather up and evacuate rushed past them, scared and hurt.

"So much destruction…even with the Autobots' help we'll never make it to safety in time." Rodimus lamented. He never liked Nyon, but seeing the city he was forged in go up in flames…it was a sight he'll never forget. "How did this happen?"

"We always knew they'd invade our homes, Rodimus." Huffer said. He didn't look as stricken as his friend, mainly because he wasn't surprised that Nyon suffered this fate. They were the dredges of society. They would've been knocked off sooner or later. "But we prepared a contingency."

"Yeah." Rodimus nodded. They wired a good part of the city with phase-charges a few cycles ago in case the Functionists tried to cull its people to maintain cybertronian "purity". They could be detonated any time. "I just never thought that it would come to that."

"Better that our people die at our hands than be drained to serve Zeta's war machine."

Rodimus scowled and held the detonator up, ready to press the button. His hand shook violently as he mustered his courage to commit the ultimate sin upon his birthplace. "Primus, forgive me."

He pressed the button and Nyon went up in flames. In a chaotic display that rivaled the Great Fire of Tarn, thousands of phase-charges exploded at once, and their combined explosions level 3 square miles of the city. The night was filled with a deafening boom that almost blew out the audio receptors of those who were on site and towering pillars of flames rose into the air. The Omega Sentinels, who were at the heart of the inferno, were either destroyed during the initial detonation or were seriously damaged by falling buildings. Those unfortunate bots that were unable to escape were given mercifully quick deaths as they were vaporized in the explosions.

Rodimus watched it all unfold with a dying Spark.

"We may be beaten, but Zeta Prime will never have her victory." Rodimus said in a shaky voice and fell to his knees, weeping.

XXXXXX

At the Rust Narrows, the Autobots watched Nyon's destruction with looks of shock and awe…and anger.

"What the frag is this?!" Ironhide shouted. He was thrown onto his back when a powerful explosion took out the bridge. Hound helped him up but he pushed the tracker away as he watched the city disappear in a sea of flames. "I'm fragging done with getting blown up today!"

"Those aren't vamparc blasts." Hound said and his eyes went wide with horror. "Those are Rodimus's phase-charges! He's torching the city!"

"That's insane!" Elita-1 shouted. "After everything we did to save his people, he wouldn't just-"

Orion grabbed her shoulders and shook her with a crazed look in his eyes. "Damn it, Elita, don't you get it? Zeta set us all up! We played right into her hands! Rodimus had no options left!"

A flash of light came from the sky and a crimson beam hit the ground near the Autobots, blasting them apart. Descending upon them like some angel of death, the ivory form of Zeta Prime landed before them, and she was definitely not happy as seeing her powerful and expensive Omega Sentinels destroyed.

"And now," She growled. "Neither do you!"

"Zeta, you glitch!" Orion roared, shooting his barrage cannon at her at her. "After everything we did, the sacrifices our comrades made, you choose to do this?! You're no better than the Decepticons!"

Zeta took the plasma blasts to her body head on, barely acknowledging the light damage she sustained as she rushed at Orion and punched him in the chest. He was knocked back almost two feet and fell to his knees in pain. Ironhide and Hound came at her from the side, firing their cannons at her, but she waved her hand and sent a vamparc wave at them that blasted them back from her.

"I told you long ago, Pax, it's not about choosing the side that's right," Zeta said. "But the one that's going to win!"

Prowl flanked her and threw some explosive throwing stars at her back. Their detonation against her armor barely phased her as she channeled more of the vamparc's power into her body and flew at him. Prowl tried to grab his combat knives, but she grabbed his hand and slammed him into the ground three times.

"And you, you've outlived your usefulness, Sentinel's dog!" Zeta sneered. She lifted him up and threw the mech into a lamp post, snapping it in half. Zeta went to finish him off with a concentrated blast when she was knocked by an invisible force that hit her chest.

Elita-1 fired a volley of force blasts at her and Zeta took each hit that impacted her with the force of high powered photon beams. Zeta slashed her hand and sent a crimson wave at Elita-1 who tore up a slab of stone to block the blast wave. She jumped up and fired a couple of plasma blasts at Zeta's head, but the Prime deflected them and fired an ion blast from her shoulder cannon that caught Elita-1 in the chest. The Autobot hit the ground hard and stopped against the wall. Zeta summoned her blade from her wrist, but she jumped back when a glowing orange axe blade came rushing past her face. She spun around and kicked Orion in the chest before he could follow up and he skidded back from the blow.

"You are no Prime!" Orion snarled, eyes flashing with hatred. "You are no leader! We had a chance to fix the damage caused by Steelheart and Sentinel, but you only made it worse!"

"Is that anger I hear, Orion? Are you angry with me? That's swell!" Zeta laughed. "I am fixing things, but to do that, we need to destroy anyone who threatens our cause. The Decepticons, those rebellious swine who raise arms against us, they all must die if our efforts are to succeed!"

"I've had enough of your hypocrisy!" Orion raised his axe at her. "I'll kill you here and now to spare anyone the pain of having to suffer through your lies!"

"You can try," Zeta fired a blast from her vamparc cannon and lashed out at Orion with superhot bolts of energy. He tried to attack her, but she rushed forward and slammed her fist into his chest and fired her cannon again, blasting him into the air and letting him crashed back into the ground. "But you will fail!"

Zeta glared down at Orion's wounded form and pointed the vamparc ribbon at his head. Despite all her efforts to ensure loyalty in her subjects, to make sure the entire world knew about the penalty of aiding terrorists, the most she got from those sheep were veiled, empty vows of loyalty. But Orion Pax, a police officer turned revolutionary, got whispered praises. The mech who defied both the senate and Functionists, and killed Steelheart the Almighty. Those titles and credentials may have saved him in the past, but such attitudes had no place in her new world. She could just imagine how galvanized the Iaconian public would be once they heard Orion Pax was killed by Nyonian rebels while trying to save refugees.

"Goodbye, Orion Pax." She muttered, preparing to fire. "You would've had a place in my world if you lost that naïve optimism of yours."

Suddenly Zeta was attacked by a rain of laser bolts from above, forcing her to retreat before she could take on too much fire. She looked up with a snarl to see a squadron of Seekers hovering above her…along with Megatron.

"Hello, Prime." Megatron greeted, his red eyes glowing like two suns in the shadows of the flames around them. "Decepticons, protect the Autobots at all costs! Leave Zeta to me."

"Megatron," Zeta grinned insanely, forgetting about Orion for even bigger prey. "Not even in my wildest dreams did I expect to crush this insurgency…and rid myself of you at the same time!"

She fired a vamparc bolt at Megatron, who jumped to the side as it tore deep into the ground like paper. He fired a beam from his fusion cannon and Zeta also dodged it, slamming her fist on the ground to unleash a powerful blast wave that disrupted his aim. She looked up and saw dozens of hovercrafts carrying people watching the fight between the two despots.

"Fitting that these wretched traitors would bear witness to me ending you with a weapon as ruthless as you are!" Zeta cackled.

Megatron smirked. "I know all about your vamparc ribbon, Zeta, how it drains the energon from those around you. But I'm wondering…just how much it takes to overload?"

Megatron leaped up and grabbed a hover platform, throwing it and its passengers at Zeta just as she fired a vamparc bolt at him. She gasped as her ribbon tore apart the poor bystanders without her command, drawing upon their energy. Combined with the energy she already absorbed from those she killed upon arriving at Nyon, the cannon was already reaching critical levels as it passed its energy capacity.

"No, no, no!" Zeta hissed in pain as the cannon's temperature rose to dangerous levels. "Too much energy…what the hell did you do?!"

"I simply took advantage of a design flaw. Now you'll have to lose your pretty cannon or risk frying your circuits." Megatron grinned. "What do you say, Prime? Ready to face me in a fair fight?"

They both knew that a one on one close combat fight between them would end in Megatron's favor due to his greater amount of experience and inherit resilience despite Zeta's bulk. The Prime didn't want to concede so early in her mission but she had grander things to worry about. Scowling, she cursed Megatron's name and threw the sparkling ribbon aside, igniting her boosters and flying away from the battlefield.

"Coward!" Megatron yelled. "This isn't over, Zeta! I'll make a long career out of killing Primes!"

He glared at the small speck of Zeta's form and looked down at Orion's unconscious form. He was impressed that Orion was still even alive after taking that much damage from the vamparc ribbon. It would've torn a lesser bot to shreds. Megatron snapped his fingers.

"Gather these Autobots and bring them back to base!" He commanded, moving the Seekers into action. "Astrotrain, assume shuttle form and get us out of here!"

All his pieces were in play and but things escalated far too quickly for his comfort. He needed to initiate his endgame before Zeta set the entire planet on fire hunting for him.

XXXXXX

Alpha Trion sat back and watched as his Quill raced across the pages of the Covenant, writing words of incomprehensible script at a rapid pace. He tried to take hold of it, but the Quill burned hot enough to make him retreat for now. Something was happening and it was causing the Covenant to react in a way he only saw once before. Back when Orion Pax and Megatron first made contact with each other.

"I have a feeling this will lead to something historical and world changing, just as it had back with Nova Prime." Alpha Trion said to himself. His thoughts turned to the azure jeweled relic that Nova left behind. If his hunch was correct, then things were going to come to a head soon. Iacon would be thrown into turmoil once more. "I pray that Orion knows what he's doing."

* * *

 **Sorry it took so long updating. As I've stated in my other stories, new years has brought a wave of laziness that's caught me by surprise and made updating a chore. But here's the new chapter, and we're nearing the end of part 1 for this story. I'll be updating Distant Stars for a few chapters to gain some ground on that story before coming back to this one. Oh and be sure to check out my Transformers Titan website on Wordpress. Link is in my profile on Archive of Our Own, Saya444 (I still can't post links on this site and it's still pissing me off). Thanks for reading and please leave a review.**


	4. Overthrown

Chapter 4-Overthrown

" _We do worship our own god. One who shadows the Badlands, watching over every smelter, every miner, every gladiator. You call him Mortilus, but we call him Death."_

" _You worship dead?" Orion asked puzzled. Elmeth looked up at the imposing statue of Mortilus._

" _When you live in the lower castes, no matter what occupation, you always worry about death. Death by falling into a smelting pool, death by leaking energy conduits, death by liquid nitrogen, death by faulty equipment," She placed her hand on the gleaming onyx. "Death by the Pits. It matters not, for when we die, our Sparks belong to Mortilus-he who birthed death itself for our kind."_

" _That's a rather…interesting way of looking at things."_

 _She giggled. "You don't have to pretend to like it, Orion. I understand that it's a rather grim way to view our lives, but that's how it is in Tarn. And Kaon. And Styx. Do you believe in gods, Orion?"_

" _I…don't know." He shrugged. "I just live in the moment. My life is a bit too hectic to really care about religion."_

" _But that is precisely why you should care." Elmeth walked up to him until they were only a few inches apart. "Having something to believe in, be it a god or a role model, or even a case. That is what gives many people a reason to live. It's what keeps Megatron going, what draws so many people to him. What drew you to him. Because you wanted to live in a world where you could truly be alive, instead of just living. But I know you are not just a follower, you're a leader too. So what do you want in life?"_

" _I…" He tried to speak, but she placed a finer on his lips._

" _No, I want you to think about this. It's something you can't just decide on a whim." Elmeth smiled, her ruby eyes shining under the dim light. "But when you do find something worth fighting for, you will know. And when that time comes, only then will you be truly alive."_

Elmeth's voice still rang in Orion's head as he returned to the waking world. The first thing he noticed was the single yellow orb hanging above him. At first he thought it was a light, but then he realized it was an eye-a single eye. As his optical sensors focused, he saw the hexagonal head of Shockwave and knew that he was in a place he definitely did not want to be.

"Stay your hand, Orion Pax. I am merely overseeing your final repairs. You have suffered extensive damage at the hands of Zeta Prime." Shockwave told him in a dead tone.

'Primus, what have they done to you?' Orion thought. He felt the minor stings of laser scalpels welding his cuts closed as he tried to study his surroundings. "Where…where are we?"

"Kokular, our headquarters outside of Kaon." Shockwave answered. "We brought you here after rescuing you from Zeta's forces."

Orion looked at his former friend, still trying to process how drastically different he was from the Shockwave he knew. Gone was the passionate patriot who was one of Cybertron's greatest minds, all that was left was the lingering symbol of Functionist oppression and tyranny. Shadowplay and Empurata, it made him want to cut Steelheart into pieces all over again.

"You don't even remember me, do you?" He lamented.

"Of course I do." Shockwave replied in a blunt tone, not the least bit concerned with any friendship he might've had with Orion. "Were you expecting a more emotional reunion?"

"I don't know what to expect anymore. I just regret not being able to save you from the senate when I had the chance. I regret not saving you from," Orion waved a hand at Shockwave's purple body. "This."

"I bear you no ill will for something you obviously had no control over. Looking back now, I realize that my greatest flaw was my passionate attitude, as it often got me in trouble one too many times with the other senators." Shockwave's yellow eye gleamed in the dark purple light of his spotlight. "In fact, I'd say my ordeal has opened my eye somewhat. I now have no emotions to block my logic centers from seeing the truth of the world and its people."

Orion stared at him with sad eyes. "And what would that truth be?"

"None of your concern. It's nothing serious, just rambling on my part." Shockwave shutdown the medical equipment and released Orion to allow him to sit up.

Orion looked at his body, which looked good as new. He knew that he was nearly torn apart by Zeta in their fight, so he was amazed at how much work was done to him. He glanced around at the medilab and saw that none of his team were there, most likely having been released after healing as well. He swung his legs off the medical slab when Megatron strolled into the room. Megatron gave Shockwave a quick look and the scientist exited the room, leaving them alone together.

"How are you feeling, Orion?" Megatron asked.

"Alive, at least." Orion said quietly, not looking at Megatron. Megatron noted the scowl on his face, but elected not to say anything that might drive him away. After a period of silence, Orion said, "You were right about Zeta. About Nyon. Everything."

He half expected Megatron to at least gloat about being right, but Megatron was just as solemn as he was. "Don't feel so bad about it, Pax. I wasn't expecting you to accept the truth so readily." He said. "It's a shame that you had to learn the hard way. But alas, this is an opportunity."

Orion stood up and stretched his limbs. "An opportunity? For you or me?"

"For both of us. It's time you had a new mission, Pax. A new purpose!" Megatron grinned.

"Wat purpose? Conquest?" Orion scoffed.

"Justice!" Megatron held up a large fist to his face. "Together, we can bring down Zeta and her autocracy! You've seen the proof with your own eyes! Nyon is only the first province to fall. There is no going back for either of us now."

Orion pushed his arm away and stood up. He always entertained how things could've been different if they had joined forces under one banner had the Great Fire not happened. Whenever he was alone, he wished that things were different, that he and Megatron were still friends leading a new age for Cybertron. They were nice dreams, but that was all they were-dreams. As much as he would like to work alongside Megatron, he was not going to rush blindly into an alliance with a mech who openly hates him.

"I'm the last person you want to even think about forming an alliance with, and the Autobots are the last group your Decepticons even want to be associated with, let along fighting alongside. We are "slaves of the Prime" as you call us." Orion said, glaring into Megatron's eyes. "How could I possibly trust you?"

To this Megatron replied, "Ask yourself this…do you have a choice?"

XXXXXX

In Kokular's war room, the newly healed Autobots were already butting heads with the Decepticons. Of course, they were all acting as cordially as they can be with Nightshade's piercing gaze making sure that things didn't escalate. Even still, some of the hotter heads were getting aggressive, like Ironhide, who was becoming increasingly agitated.

"You bozos expect us to believe we can leave at any time?" Ironhide asked Starscream.

The air commander shrugged. "Of course. Megatron only wished to consult with your leader. He's a stubborn wreck if you ask me."

"This had better be on the level, Starscream." Ironhide growled.

Skywarp stepped forward. "You're in no position to be making threats, Autobot!"

Ironhide pushed Skywarp back with a hard shove that almost knocked the taller mech over. "What are you gonna do about it slaghead? Scream at me some more?"

"You just signed your death warrant old timer!" Skywarp growled.

"Stop this you fools!" Nightshade stepped between the angry mechs. "Either of you throw a punch, you'll lose that hand!"

"You don't order me around, birdy." Ironhide bravely said. Nightshade wasn't impressed with his bravado and stared him down, standing inches from his face.

"This is Kokular, our turf. You are our guests, so it's only right to act like civilized bots instead of savage sparkeaters without any damn sense. You say you're a war veteran? Act like it! I've seen drunken vehicons act with more dignity than you." She hissed.

"Damn." Knockout whistled. Nightshade always had a way with words.

"How long are they going to talk in there?" Hound asked. "I'm not very comfortable sharing the same air as the Cons we've been trying to tag and bag since this mess started."

"Orion and Megatron will talk for as long as they have to in order to get things done." Elita-1 said. "If they're talking about what I think they're talking about, then it's going to be a long conversation."

"We're better off leaving them behind. I can even hail Sky Lynx on our channel." Prowl muttered. He sincerely hoped that Orion wasn't seriously considering a possible alliance with the Decepticons. They've been fighting for so long and the damage caused by these so-called revolutionaries is not something that can be forgiven overnight.

The chatter went quiet the second Shockwave stepped out of the medibay. His yellow eye glowed eerily as he regarded comrades and enemies alike. "Deliberations are concluded. You will all follow me."

As the occupants filed out of the room, Ironhide shoved past Skywarp. "Sure, let's go. Can't wait to see what the fuss is all about."

"You better watch your back, old man." Skywarp hissed at him.

"Right back at ya." Ironhide grunted.

'And he's the veteran on our team.' Elita-1 thought with a sad shake of her head. 'Primus help us.'

Down in the hangar bay, Orion and Rodimus were having a talk of their own later that day as the Cons and Bots prepared for their joint operation, which Megatron dubbed "The Invasion". Rodimus knew this was the only time they could talk like this, so he searched Orion out and pulled him to the side.

"I can't believe you're really doing this, Orion." Rodimus said.

"You and me both. But the madness, the destruction-it has to end somehow." Orion said.

"But is it going to end? I spent three years trying to keep Nyon from descending further into madness, and all I managed to achieve was killing them all in one night. They weren't just strangers in need, some of them were my friends, my partners from the racing circuits. People who know me." Rodimus shook his head, unable to get the sight of Nyon burning from his mind. "I wanted to lead my people to freedom, but all I brought them was death."

"Leadership is about making hard choices, Rodimus. The price we pay is carrying the guilt, the loneliness...self-doubt." Orion said, thinking of Elmeth. "You gave it your all, but sometimes it seems like the world just gets darker. You face an impossible situation and you did what you had to do. You had the strength to make the choice. Just as I do now."

"Orion," Rodimus looked at the older mech. "Have you…ever made choices that you regret forever?"

"I do, I have made decisions that haunt me every day of my natural life. And my list of regrets gets longer each day I fight." Orion replied without hesitation. He looked back and saw his team waiting by the dropships. "It's time to move out. Let's go end this once and for all."

Orion and Rodimus met up with their team, while Megatron was already waiting with his. Standing before each other, the two leaders nodded and shook hands, finally solidifying their alliance. The time for talk was over-now it was time to act.

XXXXXX

News of Nyon's destruction traveled fast and within a few days Iacon learned about the city's fate. As expected, the people were horrified of such an ancient but desolate city being rendered into ash and molten slag by the female Prime. Blaster, a veteran of the communications caste, made sure to tell everyone of the disaster, and the air over Iacon felt heavy with fear and tension. Everyone knew that Zeta was a bit mad and aggressive, but no one thought that she would go as far as to actually attack a city-state. By rights, that would've been considered as an act of war, but at this point, who was going to go up against Zeta?

When she returned, Zeta locked herself up in the citadel with her Elite Guardsmen and stationed five Omega Destroyers around the building for added defense before making preparations on an invasion into the Badlands. Megatron knew about her weapon, but she hadn't lost the element of surprise. It will take some time working out the exploitable flaws in the vamparc ribbons, but once they were perfect, she will turn all of the Badlands into one massive grave.

'Megatron has no idea how much resources I have at my disposal. So what if he knows about the vamparc? I have a literal army at my beck and call, and he won't last against my onslaught.' Zeta thought as she looked over her military assets. She had the combined might of over 24 states at her command. Sentinel let his arrogance get the better of him, but not her. She won't go down at the hands of this monster.

" _Zeta!"_ Torenia's holo-image appeared in the dais next to Zeta. The senator didn't look happy at all.

"Ah, Torenia. How nice of you to call. I was just getting used to the sound of silence in the wake of your voice." Zeta quipped.

" _How dare you deploy Omega Destroyers in a city without council approval!"_ Torenia yelled, not even trying to hide her anger and disgust. " _You overstep your boundaries as Prime!"_

"I didn't think I needed permission to exercise my right to defend our planet." Zeta said dryly.

" _Exactly! You didn't think, and now the people are up in arms about your unprovoked attack on innocent civilians already impoverished and decadent."_ Torenia said. " _This will result in a riot, Prime."_

"And I should care…why?" Prime said coyly.

" _This isn't a game, you fool!"_ The senator's anger actually shocked Zeta a bit. She must really be made to be throwing insults at her. " _This is exactly why the Decepticons are gaining so many followers, and you've just gave them the perfect rallying tool to recruit new members. It's the Great Fire all over again!"_

"Call me a fool again and you'll be buried right next to Sentinel!" Zeta snarled. "Neither the Decepticons nor Orion Pax's band of traitors is any match for the Omega Destroyers."

" _Orion Pax is no traitor!"_ Torenia snarled, eyes flashing. " _How dare you suggest that Orion would betray his cause, a cause he himself invented, out of spite for you? I don't know what's sickening; the lengths you would go to eliminate a political threat, or the sheer desperation with which you're trying to consolidate your power."_

"Pax and his Autobots raised their weapons to me during a military operation led by me. I don't know what counts as treason over in Tyger Pax, but it certainly looked like we weren't on the same side anymore!" Zeta said.

" _Your hubris will be the death of us all. If you're so damn adamant about this, then why don't we hear his side of the story? If he really is a traitor, then he still deserves the right to a fair trial."_

"There is no side! Orion pointed his weapons at me, attacked me, fought me in plain view of everyone. That is treason, and Megatron rescuing him only adds to his guilt. But Orion has been crushed and he is of no threat to-"

She was cut off by a booming explosion outside the citadel. Zeta quickly cut off the feed and looked out the window, hearing the sounds of explosions and laser fire. One of her guards ran into the room, looking just as startled as she felt.

"Prime, we're under attack!"

"What?! But that's suicide, no one in their right mind would-" Zeta cut herself off when a thought came to her head and her expression became stony. "Arm the vamparc cannons! Activate the Omega Destroyers! And someone get me Ultra Magnus!"

It was probably the first and only plan Orion and Megatron could agree on. With Zeta mobilizing her forces en masse following the assault on Nyon, it was agreed that the only way to finish this as fast as possible to avoid future disasters was to invade Iacon itself and storm the citadel. Two transports, Astrotrain and Sky Lynx, would fly in as close as possible to deploy their troops. Heavy resistance was expected as vamparc styled guns and cannons that lined the length of the citadel opened fire at full power. This was made even more chaotic as Elite Guardsmen ran out of the building and began fighting the joint Autobot/Decepticon forces.

"Blitzwing, target those tanks!" Ironhide yelled, firing his plasma cannons at the nearest vamparc tanks near the base of the citadel. "We take those out and the Destroyers will be cut off from their power source."

Prowl assessed the chaos around him and calculated their chances at actually succeeding in this mission, which hung on Orion and Megatron managing to subdue Zeta. "This plan may have a 75% chance of success, but it might just work." He almost cursed as the statue next to him was blown to pieces, raining down stone on him. "If we survive the next few minutes, that is."

"Cut the chatter, Autobot!" Nightshade yelled, firing six mini-missiles at a squad of Guardsmen. "Focus on keeping Prime's forces occupied or this will be a waste of Decepticon lives!"

"You say that like it's a bad thing." Ironhide grinned.

Elita-1 was hard at work in wiping out the artillery guns with wide ranging telekinetic waves that uprooted the turrets from the ground. She used the loose stone and debris to disable the soldiers, attacking their legs or weapons only. She hissed as a blaster bolt glanced off her arm and she brought up a TK shield to block the oncoming laser blasts.

"Elita-1, give me a sit-rep." Prowl said.

"Assault teams are advancing, but we're taking heavy fire from the gun and rocket turrets! We need air support!"

"Already inbound, kid." Ironhide replied. "Cover your audials!"

Starscream's Seeker squadron flew in under the cover of smoke. "Seekers, hold formation. Skywarp, teleport to point zero-three and continue harassment. Thundercracker, Ramjet, take out those cannons!"

The aforementioned Seekers and Blitzwing swooped in low long enough to deliver their payloads, firing two missiles at each target. The citadel shook from the aerial bombardment and the flyers continued hitting the building again and again, slowly wiping out the anti-aircraft guns to clear the air for their comrades.

"Guns are slag, Starscream!" Thundercracker confirmed.

"Excellent!" Starscream said. "Astrotrain, we have air superiority. You may proceed to the drop-zone!"

The massive shuttle form of the triple changer dived over the courtyard from the dark clouds, heading straight for the citadel. Blasting a hole into the roof, Astrotrain found himself assaults by turrets and opened his landing hatch.

"Be ready to jump on my mark!" He told his passengers. As he neared the roof, he yelled, "Mark!"

Orion and Megatron jumped out of Astrotrain and fell in through the hole he made. They fell a few feet into the atrium, where they landed on one of the podiums. Zeta Prime stood in the center of the atrium, not looking the least bit surprised at their entrance.

"Megatron. Orion Pax." Zeta said in a dangerously calm voice. "This I did not expect. But then again, you two are known for defying expectations."

"This ends now, Zeta. You had this coming the moment you betrayed our goals and beliefs." Orion said. Zeta snorted.

"Goals? Beliefs? I did what I had to in order to save our planet. The Decepticons bitch and moan about equality, but what have you barbarians accomplished since sacking Kaon? You're still stuck in the same filthy slums you were forged in, and the Autobots are too damn incompetent to do anything about it. I was the only one willing to go the extra mile, to do what needed to be done no matter how cruel or horrific, so I could preserve the society we all sacrificed so much for! What's the point of your dreams and aspirations if you aren't willing to fight and kill for them?!" She shouted. Zeta calmed herself and went on. "You could have stood by my side as masters of this world. The saviors who rescued Cybertron from the tyrants who dragged our race through the mud. But now you'll die by my hands, remembered only as terrorists."

"Liberators." Megatron growled.

"Heh." Zeta chuckled. "You first, then."

She fired a blast at Orion and Megatron, forcing them to jump apart. Zeta immediately focused on Megatron, lashing out with a jagged bolt that caught him in the chest and blasted him into the upper podium. Orion fired a couple of blasts from his barrage cannon, but her vamparc bolts deflected the blasts and shattered the windows around them. Zeta lunged forward and punched the floor, sending a vamparc wave that blew Orion off his feet and into the wall. She flew at him, but Megatron slammed into her in mid-air, hitting the floor in a roll.

Megatron's fusion cannon was knocked aside before he could fire it, and Zeta stabbed two sharp swords into his abdomen. He grabbed her neck and tried to crush her voice box along with her spine.

"I've waited so long to kill you, Megatron!" Zeta hissed. "All your speeches and essays and boasting has amounted to absolutely nothing in your life!"

"Keep talking, Prime." Megatron goaded her. "You're making me more eager to snap your neck."

Zeta grinned and fired a vamparc bolt into his chest, blasting him off her and onto his back. She ran at him, but skidded to a stop and ducked under the orange blade of an axe as it swung over her head. She grabbed his arms and threw him into the floor before kicking him in the face.

Orion spat out a glob of energon as he rolled onto his back and sat up as Zeta marched toward him. As she pointed her cannon arm at him, he waited for the barrel to glow dark red before jumping up and spinning to her left. Grabbing his axe, he swung it down on her elbow, severing her arm and the vamparc cannon with it. Zeta reeled back in pain and howled, clutching her bleeding stump.

"Ah, Orion…you have some steel in you after all." She laughed scathingly, then her smirk turned into a snarl. "What a waste."

"With all due, respect, sir," Orion punched Zeta in the face, cracking her face plate. "You're boring me."

He went to grab her, but Zeta extended a silver blade from her other arm and stabbed it into his right shoulder. Twisting the blade, she slashed upwards, severing his arm and kicked him several times to bring him down.

"Officer Pax," She panted, blade gleaming bright blue with his energon. "Your service is concluded."

XXXXXX

Outside the citadel, the chaotic battle had reached epic proportions. Systematic air strikes on the severely depowered Omega Destroyers after losing their vamparc power supply allowed the rebels to destroy most of the titans, but the two that remained were still running at full power and were wreaking havoc on the rebel forces. Nightshade, Blitzwing and the Seekers were doing everything they could to bring the giants down, but they were too resilient for ordinary missiles and energy weapons. And no one thought to bring a few phase charges either.

Ironhide and Elita-1 were stuck in a ditch created by an exploding fuel tank. Large purple particle beams tore through the air above them and destroyed another chunk of the courtyard.

"Say it louder, Prowl, I can barely hear a damn thing with all this noise!" Ironhide yelled into his radio.

" _Destructors are closing in, but there's an Autobot squad flanking on the left!"_ Prowl said over the comm. " _And I mean your immediate left!"_

The wall next to them exploded, forcing them back from the shower of debris. Ultra Magnus, Kup and Springer walked out of their improvised tunnel and approached the two rogues, though no shots were fired thankfully. Ultra Magnus still didn't look very happy about the situation though.

"What the hell are you doing, Kup? Working with Decepticons to assault the citadel…you must be out of your mind." Ultra Magnus said with a shake of his head. "Never thought I'd see the day."

"It wasn't my idea, it was Pax's. I'm just along for the ride. You're welcome to cuff these Decepti-freaks after we slag Zeta." Ironhide said.

"Kill Zeta Prime? Are you insane?" Springer exclaimed.

"Springer, after everything she's done, are you really going to stand with that monster?" Elita-1 asked.

"We've seen the footage. Zeta has gone too far and definitely needs to be brought down, though I didn't want it to be like this." Ultra Magnus gave Ironhide and Elita-1 a stern glare. "But when this is over, we're going to have a talk about your choice of allies."

"Yeah," Elita-1 sighed. "Long story."

The ground shook violently and a large shadow fell over them. They looked up and saw an Omega Destroyer standing over them. " **Targets locked. Termination: Imminent!"**

"Move!" Kup pulled Ironhide aside as the Omega Destroyer slammed its arm into the hole, almost crushing them. Springer transformed into helicopter mode and opened fire on its face with his comrades.

"Concentrate fire at the seam-junction in its undercarriage!" Ultra Magnus shouted. "Once it loses mobility, it'll be easier to handle!"

Ironhide followed that plan wholeheartedly. "Thanks, Kup."

"Us old-timers have to stick together." Kup grinned.

"Yeah, well," The red Autobot glanced back at the citadel. "I hope things are going as well inside."

XXXXXX

Megatron slammed into Zeta and punched her into the floor. She spun around and slashed her blade across his chest, and he retaliated with a spin-kick to the face that shattered her face plate. She stumbled back as Megatron cracked his knuckles.

"Not so tough without your vamparc weapons, are you?" He snickered. "At least Sentinel wasn't afraid to get his hands dirty."

"Like this?" Zeta grabbed Megatron's head and channeled thousands of volts of electricity from her arm into his body. To his credit, Megatron didn't scream as his body was violently electrocuted, but he came close. "What was that? I couldn't hear you over the sound of your dying screams!"

She amped up the voltage and Megatron fell to his knees as Zeta glared hatefully into his eyes. "You had this coming, Megatron! Your reign of terror is over!"

"N-No…it's only…just…" Megatron grunted. "B-Begun…"

Zeta felt something press up against her chin and she looked down to see Megatron's fusion cannon pointed at her from below. She had no time to move as the cannon fired its beam and tore her head apart, along with her upper body. Megatron kicked her smoking body aside and spat on it.

Zeta Prime was dead.

XXXXXX

The sudden arrival of Autobot reinforcements turned the tide for the rebel forces. Ultra Magnus led an assault team on one of the Omega Destroyers, taking it down by attacking its weak points thanks to some direction from Kup. The Iaconian militia was routed and forced to retreat or be captured (or killed. Some of the Cons got a little overzealous), with many chased off by Nightshade herself.

"We're actually winning." Prowl muttered. "Imagine that."

"Come on, did you really doubt us?" Thundercracker grinned.

"You don't want me to answer that."

Nightshade landed beside Ironhide with Starscream. "The citadel's defenses are crushed and the state militia fragmented. But that one Destroyer is still giving us some trouble."

"Sounds like it's time to call in your heavy guns. Er, gun." Ironhide said.

Nightshade snapped her fingers. "Shockwave! Concentrate your full power on the final Destroyer!"

"Understood." Shockwave transformed into his alt mode, a large and powerful space gun hovering in midair. He targeted the head of the Destroyer and fired a powerful purple beam from his barrel that blew apart the Destroyer's head in one well placed shot. It stumbled, then collapsed to the ground with a mighty tumble that made the ground shake.

XXXXXX

" _Pax, this is Ironhide! We're mopping up the stragglers but it looks like we pulled this off!"_

"Ngh…" Orion coughed as he pushed himself up with his remaining arm, moving to hold the deep stab wound in his lower abdomen. "Glad to hear it. Send in Ratchet and his medical crew…" He coughed again. "We're in pretty bad shape up here."

"That won't be necessary."

Orion's chest exploded as a fusion beam shot through his back and out his chest. Megatron grabbed his head before he could fall and dragged him over to the open window, holding him over the edge. He made sure to have Orion looking straight at him as he said his last piece to his enemy.

"You and your Autobots have served your purpose. Thank you for your assistance in the formation of the new Decepticon Empire. I will be sure to mention your name in a historical passage or something. Goodbye, Orion Pax." Megatron said. "Oh, and for the record, consider this the beginning of your punishment for taking Elmeth from me. Be sure to beg for forgiveness from her on your way to hell."

Megatron let go of Orion and allowed his body to fall over the edge, hitting the side of the building in his descent before falling into a deep hole created by a stray blast from an Omega Destroyer earlier. Once he lost sight of the body, Megatron stepped back and gazed into the vast horizon of Iacon's cityscape.

Iacon was his. And soon all of Cybertron would follow.

* * *

 **Yeah, meant to bring this out after a couple of chapters of Distant Stars, but I'm dragging that along because I decided to rewrite the chapter halfway through and write it from scratch. Anyway, I hope you like this chapter and be sure to check out the Transformers Titan website (link is in my profile Saya444 on Archive of my Own). I would also like to thank KrazyKamikaze44 for that mass fav/following of the series-you're awesome bro. Thank you all for reading and have a nice day/night.**


	5. Rise

Chapter 5-Rise

Iacon belonged to the Decepticons, now. And Megatron made sure all of Cybertron knew of this fact. Zeta Prime and Orion Pax were dead, killed by Megatron, and the Autobots and what few of the Elite Guard could escape fled into the city's underground network. The Decepticons, galvanized by their victory, tore apart and defaced any form of the old regime of the Primes, tearing down statues of Zeta, burning Autobot symbols, raising Decepticon flags. Once he was sure that the Decagon was secure, Megatron had Soundwave broadcast his message to every corner of Cybertron across the Grid for all to hear.

" _Citizens of Cybertron-the Autocracy has been broken! The oppressive rule of the Primes is over! Now begins a new age of order and justice for all. We Decepticons now control Iacon's DataNet and defense grids. Our soldiers will keep the peace in your sectors. We are the law now!"_ Megatron's face and voice were heard and seen on every solivision screen on the planet. "We, _as a people will no longer be subject to the cruelties of the senate or the Prime. What happened to Tarn and Nyon will not happen again, and I will make sure that the monsters who authorized such atrocities such as the Institute and the barbaric empurata rituals will be given a punishment fit for the crime they committed. We will stand as one, where the strong rule as kings and spearhead a great dynasty that will last for ten thousand stellar cycles. But I am not without mercy. I hereby offer amnesty to all Autobots who wish to join us in rebuilding our once great society. Those who refuse…will be dealt with in kind."_

Soundwave cut the transmission and Megatron sat back on his makeshift throne he made of Prime's podium. Nightshade and Starscream stood by his side, though Nightshade was noticeably closer to the throne than Starscream.

"Nice speech, Megatron." Starscream praised with a grin. "But I thought you'd draw it out a bit to make it sting."

"Shut up, Starscream." Nightshade said before turning to her leader. "So what now? We've beaten Prime and defanged the Autobots, but we're still facing an energon crisis among other things."

"And a whole slew of problems inherited from Zeta." Starscream grumbled. "Didn't think of that, did you, my lord?"

Nightshade almost slugged him for that, but Megatron held up a hand to quiet them both. "I will deal with those issues in due time. But right now, we need to cement our hold over the city. Pax's Autobots are still at large, and every second we waste will give them time to regroup."

"I'm already on it." Nightshade said. "I've sent the Constructicons to deal with them. It will take some time, but we will find the Autobots."

Megatron smiled and relaxed on his throne. "Good, very good, Nightshade. Today is a new day for our king. A new dawn. A day of the Decepticons!"

XXXXXX

There were numerous bunkers hidden under the city in case of a natural disaster or if the city was invaded and the militia needed to get the citizens and political figures to a safe place. Ultra Magnus knew where each and every one of them was located and he had no problem ushering the Autobots to a safe and secure location to gather their wits after this unsettling development. They were now holed up in one of the larger bunkers in the border between Iacon and Ultirex, a small state located near Rodion.

The Autobots were definitely not doing well. News of Orion's death hit them hard, but none felt it harder than Elita-1. She hadn't said a word since they fled Iacon and she was one of the first to see his body fall from the citadel. She sat in the corner of the situation room cleaning her gun and the others were getting worried about her.

"I can't believe Orion's really dead," Hound shook his head. "I don't know if we can do this without him."

Prowl looked at Ultra Magnus. "What's our status?"

"Our security forces have been scattered. Most of your Autobots have gone underground, as have my fellow Guardsmen." Ultra Magnus said. "We don't have enough soldiers to mount a formal resistance."

Ironhide brandished is arm cannons, looking angrier than all of them put together. "I don't care how many of us are left. I'm goin' out there and killing them all!"

"That's suicide, Ironhide." Prowl said sternly. He looked at the other bots in attendance. "We need to get out of this sector and regroup. There's got to be other safe houses where we can locate the rest of our number."

"There's no safety out there, Prowl." Rodimus appeared in the doorway. "The Cons will eventually find you and when they do-"

Elita-1 stood up and slapped Rodimus across the face. "Here's an idea-maybe we should just detonate the whole city! That'd take care of it!"

"Don't judge me. I did what I had to do. I had no choice!" Rodimus yelled. "I didn't want my people, my friends, to die a slow death at the hands of Zeta's vamparc weapons, so I gave them a quicker solution since Prime came knocking at our door. But maybe…maybe it's time to make a different kind of choice."

"What? Accept Megatron's amnesty? Join the Decepticons? They'll burn everything to the ground and turn Cybertron into Galvatron's simultron dream." Elita-1 said.

"Autobots, Decepticons…none of that matters now. My people are dead and my home is gone because of this war for control. If it's not from Zeta and the senate, then it's from you Autobots and the Decepticons. And stellar cycles from now it'll be between two more factions vying for control." Rodimus told her, looking at his feet. "The violence will never end. It will never stop. Maybe it's time we woke up to the truth."

XXXXXX

He wasn't dead. Broken, but not dead. But it wouldn't be long before he passed through death's door.

Orion Pax had no idea where he was-it was hard to think and move, and his body felt heavy. Megatron's fusion blast tore a hole in his torso, inches away from his Spark core. His neural circuitry was fried; he couldn't even register the pain or collate the damage to his systems. His whole body felt numb and weak…and yet he could feel something tugging at him. An outside force pulling him somewhere.

He was nearly blind and deaf, but somehow he found the strength to drag his broken body towards a powerful force. A warm aura that soothed his aches and pains and kept him alive just a little longer. His vision slowly cleared and he saw that he was lying inside a tunnel of some kind-one that lied beneath Iacon and hadn't been explored in ages. A leftover from the Age of Origins.

" _Orion Pax."_

A voice called out to him from within. It sounded like his own, but older…wiser…calling out to him across the vast gulf of time. An echo of the future.

'Who…are you?' Orion thought wearily as he dragged himself down the tunnel toward the faint light at the end. Was it Mortilus come to take his Spark to the Allspark in the shape of a loved one? Would he see Elmeth again? Oh how he wanted to apologize for all the misery he brought to her…and Megatron.

Megatron.

His mind returned to the Decepticons. His Autobots were in danger right now…he had to do something. Grunting in extreme effort, Orion pulled himself along, dragging his dead legs behind him with only one arm to keep himself upright. Eventually he reached the end of the tunnel, and came upon a chamber bathed in a white glow so bright that he thought he was staring into Vector Sigma. The warm light came from a small object floating in the middle of the chamber on a pedestal, looking like it was a gift from Primus himself.

It was a beautiful prismatic, multifaceted orb composed of clean cut sapphire encased in two golden casings with handholds on both sides. A relic in the shape of an object that once sat in the hilt of Prima's sword, Temnos. A relic that both Sentinel and Zeta sought to supplant their rule as Prime. The true Matrix of Leadership.

' _Orion Pax.'_ The voice spoke again, soft, melodious, and ephemeral. ' _Everything you have experienced…everything you are…has led you to this moment. Now, reach out your hand and take hold of the flame…become the being you were meant to be…one who shall lead your people to a true, lasting peace. In order to save your world from its own destruction, you must transform. Transform…and transcend.'_

Using the last of his strength, Orion pulled himself onto the shrine and then reached out to touch the Matrix. The minute his fingers touched the jewel inside, his whole body was consumed with unimaginable pain. His mind was flooded with a deluge of emotions-fire, panic, fear. It was a storm of feeling. But…these weren't his emotions. They belonged to others.

His people. He could feel them. Loneliness, devastation, loss. Amidst these, he also felt other emotions-courage, selflessness, hope. These Sparks are few but they burn bright against the darkness. He felt his consciousness expand beyond Cybertron, and felt Sparks on other worlds separated by the endless void. He felt it all, like a vast underbase of collective thought and experience.

The Matrix wasn't just some ancient relic of the Primes, some jewel from the hilt of a legendary sword. It was a piece of the Primal Wellspring itself…the matrix of their Sparks.

XXXXXX

Across the galaxy, a handful of figures almost as old as the stars that dot the void felt a sharp pain in their chests. It was like something stabbed into their Sparks and filled their bodies with a holy fire they haven't felt since they emerged from the Well of Allsparks. Among these few beings was Alpha Trion.

The Archivist was on his knees in his office, clutching his chest in pain, gritting his teeth. His entire being felt like he was engulfed in holy fire and being purified from the inside out. His Spark contracted and expanded like a pulsating heart pumping blood a mile a minute. It was a pain he had never felt before, but somehow recognized.

"This pain…it's familiar…" Alpha Trion grunted, struggling to stand up and stumbled to his desk. "I have felt it before…a long time ago."

He almost collapsed as another sharp pain rippled through his body and he fell over his desk. The Covenant flipped open by itself and the Quill started writing incomprehensible words in its pages. He watched in awe as golden words formed on the pages and became set, chronicling a turning point in cybertronian history-the birth of a new Prime.

 _Just as the first twelve before him emerged in a spout of white fire, so did the thirteenth warrior, of whom he was most similar to Primus. Born anew amidst the death of is old identity, he arose reborn yet unchanged. He is the thirteenth, 13 of 13, the optimal number of possibilities. He is the Arisen, and with his birth, Cybertron shall know a period of change unlike any other._

XXXXXX

"Megatron's amnesty is a joke. He'll kills us if we go back." Elita-1 said. "We have to rally the people, formulate some kind of resitance-"

"You're Autobots!" Rodimus yelled. "You think the people are going to listen to Zeta's bloodhounds? To them, you're no different from Zeta-"

"You watch your mouth, kid!" Ironhide growled. "Keep talkin' that slag and I'll-"

"Wait, shut up! Did you hear that?" Prowl asked, hearing a creaking sound.

"Hear wha-"

The door was blasted open and Blitzwing came barreling in with the Decepticon twins Runabout and Runamuck. "You're all under arrest! By all means-try to resist!"

Ironhide slammed the butt of his gun into Blitzwing's jaw and Ultra Magnus opened fire on the twins to push them back out. "We have to get out of here!"

"Elita-1, get to the tunnel hatch!" Ironhide said. "We'll cover you!"

Elita-1 tore open the escape hatch that led deeper into the sewer system and took point as she slid down the ladder. Ultra Magnus was the last to leave before lobbing a grenade at the Cons and jumping out. He heard the boom on the other side but didn't bother checking to see if he scrapped some of them.

"Take this tunnel, it will lead to the aqueduct near the outskirts of Ultirex." He told them. They reached a fork in the tunnel and turned left, only to run into some opposition.

"You're not going anywhere!" Long Haul said, pointing his plasma cannon at Elita-1's chest. "We've got this whole sector locked down, so don't waste your energon!"

Elita-1 clenched her hands in preparation to bring the whole tunnel down on them, but Prowl grabbed her arm and shook his head.

"Don't Elita-1, it's not worth it." He pointed back to the other team of Cons behind them with their weapons raised. "We lost our chance."

The Autobot "rebels" were arrested and taken back to the surface, where they were paraded through the streets of Ultirex by a Seeker squadron lead by Starscream. The reactions of the spectators varied, some jeered at the Autobots as Zeta Prime's "pets", and others threw insults at the Decepticons for such a humiliating stand and were calling for mercy, while many just didn't take kindly to seeing Orion Pax's people being treated in such a way. This failed to lift the spirits of the despondent Autobots as they were taken to the transport ship.

"You." Starscream pulled Rodimus out of the lineup. "You're Rodimus, yes? From Nyon?"

Rodimus narrowed his eyes. "You know me?"

"We know how you fought against the system. What you've sacrificed. If you really want to make a difference and avenge the ghosts of your people…you should come with us." Starscream offered.

Rodimus frowned and turned to the Autobots. "What about them?"

"That's up to Megatron." The Seeker said uncaringly. "But I doubt it'll be pleasant."

XXXXXX

The Matrix-fire coursed through Orion's ravaged circuits. Burning. Purifying. Infusing him with power and clarity. It engulfed his entire being in white flames, morphing him…transforming him into something else. His body grew taller and became stronger, his features shifting and hardening, his wounds healing, with the hole in his chest sealing shut and his arm growing back. His chest cavity opened up and the Matrix settled inside his chest, behind his Spark core and became one with him. Power pulsed off his body in waves and his eyes glowed a bright blue.

' _The Decepticons believed we were a divided people-that only absolute control can unite us. Perhaps that is the greatest deception of all. Within this Matrix, within the Allspark, all are one. There must be a moment one must stop to recognize something of ourselves in each other.'_ Orion Pax thought. ' _Unity isn't some hoped for event. It's a matter of perception. I have fought with my Autobots to uphold a crumbling system that had forgotten to uphold its most sacred truth-freedom is the right of all sentient beings. Freedom from oppression. From fear. I know that if the cybertronian people-society itself-is to survive, we must change what we've been fighting for. Not for the rule of law, but for a better tomorrow. And that must begin…with me.'_

The flames died down and smoke rose from Orion's new body. He was stronger in mind and body, wiser than he ever felt in his life. He was no longer Orion Pax…he was Optimus Prime. And he had a world to set free.

XXXXXX

Rodimus had taken another ride to Iacon with Starscream inside Astrotrain, while the Autobots were in a prison transport to be incarcerated in the cells of the Decagon.

Rodimus had never seen Nightshade before, but he immediately knew her at first sight. She was the type of person you'd recognize at once just from their name alone, thanks in part due to her presence and intimidating appearance. Nightshade was often shadowed by the ever silent spymaster, Soundwave and she certainly lived up to her reputation of being a stern, no nonsense femme as she escorted Rodimus through the large halls of the Citadel.

"Step lively, Rodimus. Megatron's been waiting for you." She said, ignoring the other Decepticons as they walked past groups of partying soldiers celebrating their victory. "He hates to be kept waiting."

Rodimus did his best to keep his face from showing the discomfort he was feeling. All throughout the Decagon, the Decepticons were acting like animals, defacing statues, stealing relics and ornaments, ripping apart anything that had relevance to the old regime of the Primes. These were the people he once supported? An army of rabid savages more violent than those mindless brutes in the Primal Vanguard? To him, only a small percentage of Cons seemed to genuinely want to make their lives better for themselves, the majority just wanted to break things and kill people who looked at them the wrong way.

He never thought he'd get too involved in the Autobot/Decepticon conflict. He tried his best to avoid choosing sides and focus on Nyon; all he had to do was protect his home-his people. But with that gone, Rodimus had no idea what he was fighting for. He was aimless, and lost. And it was clear that trusting these band of thugs to create any kind of lasting peace may be the biggest mistake of all.

Nightshade pushed open the doors to the atrium and saluted Megatron. "Megatron, I've brought Rodimus of Nyon."

"Good, send him in. And feel free to enjoy the celebrations, Nightshade. You deserve it."

It was obvious that Nightshade had no intention of joining that nameless rabble outside, but she nodded and pushed Rodimus into the room before shutting the door. The signs of the earlier battle were still evident in the atrium, and to Rodimus's horror, Megatron had Zeta's body, both halves, hanging above his throne like some twisted decoration. He even had the body welded together, albeit unevenly just out of spite. Megatron stood from his throne and smiled at Rodimus as if greeting an old friend.

"Rodimus, welcome to the winning team. Come, join me." Megatron invited Rodimus to join him on the balcony overlooking the Decagon and the wider Iacon area. Soundwave stood close by, keeping an eye on Rodimus, but silent as ever. "Rodimus, you have proved yourself resourceful in Nyon. Few bots would have had the will and fortitude to willingly sacrifice so many to deprive the enemy of victory."

"The cost was too high." Rodimus said.

"Nonsense." Megatron scoffed. "If you hadn't acted decisively, Zeta would've become unstoppable. You would have died there with your people. A true leader acts without doubt or regret. Those are for the weak. You are made of sterner stuff."

To his confusion, Rodimus gave him a little smile. "That's funny. Orion told me the same thing."

"Orion was a fool blinded by idealism. It's a common enough failing among Autobots. Except, of course, for Zeta. Her ruthlessness made her a worthy opponent. Shame she was a madwoman of the highest order." Megatron scowled. "The Autobots are blind and delude themselves into believing they can revive a decaying system that has caused them nothing but pain. Even Orion knew this, and in the end, his conviction was weaker than mine. When it comes to a battle of wills, it is one's conviction that decides the victor. You would do well to remember that, boy."

The doors opened up again and Starscream entered with Elita-1 in tow. "This Autobot's interrogation was a waste of my time, Megatron! She knows nothing!"

"Come now, Starscream. Her torture wasn't about gleaning information. It was about domination. Submission." Megatron stepped up to Elita-1, whose body was covered in dents and burns from her intense interrogation session with some of the less savory Cons in Megatron's ranks. Despite the pain she was in, she managed to glare right back at him with all the hatred she could muster. "But I suspect she and her fellow officers won't be broken so easily. Execute them. Then have their husks scrapped for spare parts."

Rodimus gasped at the order, and Elita-1 gave him a hateful glare. "I hope you're proud of yourself."

XXXXXX

Despite it being nighttime in Nyon, Optimus Prime could see that the sky over the city was covered in ash clouds that went on for miles over the desolated city. It reminded him all too well of the Great Burning that ravaged Nyon, and the horrible scenery was all too familiar in his mind.

Much of Nyon's infrastructure was ravaged and destroyed by both the Omega Destroyers and the bombs. What remained of the buildings were just charred lumps of melted metal and stone, with the streets littered with craters and possibly the unrecognizable remains of the people who died in the initial attack and explosions. Very little of the original landscape was left, save, perhaps, the Acropolis, which was relatively untouched.

The Matrix, still warm and pulsing in Optimus' chest, drew him towards that part of Nyon for some reason. Obviously, it wasn't a rescue mission, as he doubted that anyone survived this level of destruction. It took him a while to navigate the fallen buildings and layers of rubble on foot, though his new body was capable of withstanding the harsh conditions of the city. Odd how he felt different, yet also the same. These sensations he was getting from the Matrix didn't feel strange at all. It was almost natural to him.

The closer Optimus got to the Acropolis, the more he began to realize that what he was sensing was the pulsations of life. It wasn't a normal life signal, it was denser and larger. And it was coming from underground. Something massive was buried beneath the Acropolis, miles under the surface.

Standing in front of the temple entrance, he knelt down and placed his hand on the ground. He had no idea, what to expect, but he knew one thing was certain-where there is life, there is hope.

XXXXXX

Thundercracker and Skywarp took Elita-1 down to the detention center where the other Autobots were being held in a cramped cell.

"Don't take it too hard, Autobot. I'm sure your heroic exploits will be remembered long after you're gone." Thundercracker said mockingly.

"Yeah, especially when we're wearing your parts around as trophies!" Skywarp laughed. They tossed Elita-1 into the cell and looked them over.

"Now, who wants to get dismantled first?" Thundercracker asked them.

"Throttle down, Thundercracker." Rodimus walked up to them. "Megatron wants these ones kept alive."

Skywarp was confused about these last minute orders, but Thundercracker knew better than to take such an order at face value, especially considering Megatron never changed his mind on a whim like that. "That's news to me, you lying piece of scrap."

"Okay," Rodimus shrugged. "At least I tried."

Rodimus pointed his arms forward and fired a barrage of heat beams from the pipes on his forearms. He hit Thundercracker in the face, and Skywarp aimed his cannons at him.

"Stupid move, kid!" Skywarp hissed. "No one messes with the-"

He took a hard punch to the face from a now-free Ironhide and hit the ground like a rock. "Told you it wasn't over."

Rodimus broke the inhibitor clamp on Elita-1 to regain her powers and transformation ability and turned to the others. "Let's go before we have every Con in the sector hunting us."

"Why risk yourself for us? I thought you hated us." Elita-1 asked. "Not that I'm complaining."

"I saw for myself that Megatron's no different from Zeta. He won't stop until any trace of the old order is completely destroyed, and the entire world is under his banner." Rodimus shook his head. "I know if they could, they would've fought for freedom. I finally that's what you've all been fighting for all along. So I'm rolling with you." He grinned. "If you'll have me."

Elita-1 smiled and patted his shoulder. "Well, how can I refuse after that? You're more than welcome to join us, Rodimus." She turned to Ultra Magnus. "First things first, we need to organize ourselves. With you being the ranking officer, Ultra Magnus, leadership is yours."

"Not until we know what became of Orion." Ultra Magnus said. He firmly believed that Megatron didn't kill Orion, and until he saw a body, he'll keep believing that.

Hound ran over to a terminal and immediately started working on it. "Well, if his ID code's still transmitting, I can hack into the Citadel's database to try to locate him." It only took him a minute or two to bypass the obligatory firewalls and get a lock on any familiar signals. "Hold up, this makes no sense!"

"What?" Elita-1 asked anxiously.

"It says his signal's coming from Nyon!"

"How'd he get there without anyone noticing him?" Ultra Magnus wondered aloud.

"Who cares? We need to get our leader and give the finger to bucket head topside." Ironhide said. "Let's roll out!"

After grabbing what weapons they could find, the Autobots made their way out of the detention center and made their way up from the basement level to the first floor lobby, where they were finally stopped by the Constructicons.

"You ain't leavin' so soon, are ya?" Long Haul said. "We're just barely getting acquainted!"

"Yeah, where's your manners?" Scrapper laughed.

The Autobots raised their weapons and Elita-1 prepared to uproot the entire floor to throw at them. But it wasn't necessary as the wall next to the Constructicons was blasted apart and a hail of laser fire erupted from the hole, pushing them back. Springer and Kup entered through the hole while the massive form of Broadside continued to lay down cover fire for them.

"Heard there was a prison break in progress." Springer smirked. "We didn't want to miss the party."

"Great timing, Springer." Elita-1 said.

"We need to get out of here, now." Prowl said. "The Cons are locking down the Citadel."

"We won't make it to the lobby at this rate from down here." Ironhide said.

"That won't be a problem. I sniffed out an escape route through the substructure," Hound said. "The Cons won't be able to track us down there."

"Lead the way, Hound." Elita-1 said and prayed for her loved one. 'Hang on, Orion. Help is on the way!'

XXXXXX

Optimus stood before a colossal tower of a fortress that was buried under dirt and metal from ages past that sat on the outskirts of Nyon, long forgotten by its people. He placed a hand on the surprisingly warm metal and lowered his head as if in prayer. Ash fell from the sky like snow and blanketed the city in a sheet of gray.

"So much death here. So many Sparks snuffed out-devoured by the fear and violence that have taken hold of this world…that nearly tool hold of me." Optimus whispered. It was odd to feel so at ease after spending two years filled with anger and loathing at both Megatron and himself. He spent so much time lamenting what could have been, he failed to think about how he should make his world better.

Something was buried under the Acroplex, and it was waking. A powerful force that was ancient and noble. Though it slept for millennia, it was still aware of the strife Cybertron's people went through. After having witnessed this senseless loss of life, felt thousands dying all at once, it grieved. Even now, Optimus could feel the Matrix calling it back to life. Placing his hand on the tower, a warm tingle ran down his arm into the structure. It stirred.

"Orion!"

Optimus straightened up when he heard his name. "Elita?"

He turned around to see Elita-1 and the other Autobots running down the street toward him. Elita-1 jumped at him and he had to take a step back as he caught her in his arms in a tight hug. She squeezed him hard before pulling back to stare at his face.

"Is it really you?" She asked softly, staring up at him in wonder.

"That's something you should've asked before you hugged me." Optimus joked and held her tighter. "Yes, it's me, Elita. I'm back."

"But…how?" she looked him over, her eyes trailing over his fixed faceplate and his broader, bulkier frame. No traces of his old body were present aside from his "lucky" faceplate. That, and his eyes, which were brighter than ever. Overall, he looked older and more regal. "You're supposed to be dead. I saw you fall."

"Yeah, and where'd you get that upgrade?" Ironhide asked, also unable to disguise his awe. "Not that I'm complainin'. The new look suits you."

"That is a long story that even I don't fully know. But I can tell you this-I am back, and I know what we have to do." Optimus said.

Elita-1 noticed his voice had changed as well. He lacked the bitter edge he once had in his tone and sounded more at peace. He seemed surer of himself. What happened to him?

"It's good to have you back, Pax. Now we can rendezvous with the rest of our forces and launch a counterattack on the Decepticons." Prowl said.

Optimus walked over to Prowl, and Ironhide whistled at the difference in height between all of them. Only Ultra Magnus stood taller than Optimus, and that was saying something.

"Patience, Prowl. Megatron will be dealt with. But first, we need to get our bearings again."

"What do you mean?" Rodimus asked.

Optimus turned to address all of his Autobots, standing tall and strong with a renewed sense of purpose. "Autobots…friends-long ago we took oaths as officers to protect the people of this world. But as times grew grim, we let the rule of law crush them. We lost our way. Now, with the Decepticons in power, our world needs us more than ever. Not to enforce a system of law, but to bring them justice. Freedom."

"Powerful words, but we're outnumbered and outgunned." Prowl said. "The probability of us reaching the Citadel in Decepticon controlled Iacon is little under 50.1 percent."

"I'll fight no matter what, but I'm not sure how we can win." Rodimus said. "We just don't have the power."

"We do, Rodimus. Tight here." Optimus opened his chest plate to reveal the soft glow of the Matrix inside his chest. The faces of the awestruck Autobots were coated in an azure glow of the sacred relic.

"The Matrix…Primus, I never…really believed…" Elita-1 couldn't find her voice. After spending so many years reading about the Matrix and the Primes, she never dreamed that it was actually real…and that Orion was holding it within him.

"This is impossible. I mean…I'm dreaming, right?" Kup saw, just as speechless.

"It really is the Matrix." Ultra Magnus whispered. "But…only a Prime can hold it within them."

"I am Prime now. Optimus Prime." Optimus said strongly. He held the Matrix in his hands so its power could be felt. "I've been given a second chance to set things right. To fight for a better world. I ask you now-will you stand with me?"

"This is all just…it's hard to believe this is really happening." Elita-1 said and she smiled up at him. "But yeah-I'm with you, Orion. Er, Optimus. Till all are one."

"Till all are one." Optimus smiled. "But before we roll out, there's someone I want you all to meet. Someone who's suffered through ages of fire and death, and dreamed through the long ages of history. He shall not rise as Acroplex-forgotten ruin of a lost age, but as a living embodiment of our shining future. A symbol of the better world we shall forge together…"

The Matrix glowed brighter and the ground began to shake as if in the early stages of an earthquake. The ruins of fallen buildings and streets broken apart as a massive gray hand reached up from the depths of the dead city. Following this hand was an enormous arm, which was connected to a colossal body hundreds of stories tall, almost dwarfing an Iaconian skyscraper. As more of the being was revealed, the awestruck Autobots saw that it was a gigantic cybertronian standing two miles tall, looming over the ruins of Nyon-a Metrotitan.

"Arise, Metroplex."

* * *

 **We're nearing the end to part 1 of the story. Not a lot to say other than once I'm done with the next chapter, I'll focus on Distant Stars, and I can say that the next chapter for that story won't take as long as it did with Wheelie's chapter. While I'm doing all this, I'm almost done with chapter 10 of Book 3 in the main Titan storyline, Devastation. Don't expect that until I'm done with this story, though. Feel free to check out the official site for Transformers Titan, link is in my Archive of Our Own profile, Saya444. Thanks for reading and please leave a review.**


	6. Endgame

Chapter 6-Endgame

The legend of the Metrotitans was a tale almost as old as those of the Thirteen Primes. The largest of cybertronian kind, they were essentially living fortresses that served the Primes. Legend had it that each Prime had a Titan of their own and would use it to spread their influence across the cosmos and inhabit different worlds-the first 13 colonies. As it was, this was obviously a story, a myth told during a time when Iacon was little more than a glorified safe haven from barbarian tribes and rabid beasts.

So it wasn't hard to imagine why the Autobots save Optimus were surprised at the colossal form of the Metrotitan Metroplex towering above them, his head touching the clouds. His body was massive, a collection of boxy segments that were once buildings and towers in his alt mode. Sensing the presence of the Matrix, Metroplex slowly leaned down to the tiny bots at his feet, his old joints creaking and groaning from years of disuse and stiffness. His large eyes settled on Optimus and bowed his head.

" **Metroplex heeds the call of the Prime."** Metroplex's voice was like thunder, causing the air itself to rumble with vibrations and rattled the Autobots' steel bones. " **It is good to see you, old friend."**

Optimus blinked, confused at his words. "My apologies ancient one, but we've never met before. I am Optimus Prime, and these are-"

" **I have known you-under a different name, perhaps, in a different time."** Metroplex cut in. " **History, like a vast, interlocking machine, repeats its cycles with clockwork precision. And you, you are always there to battle the chaos."**

"Then…as before, a desperate battle looms ahead of us. Our world is in peril. We will need your great strength, Metroplex."

Metroplex nodded, glancing around at the ash covered remains of the city that once bore his inactive body for millennia. " **The people of this place…my people…have suffered greatly. For now, I will aid the precious few that survived. But know that when you call, I shall come."**

"Thank you." Optimus said and turned to his shell shocked team. "To bring down Megatron, we need to rally everyone. We need the support of everyone we can find."

"I think I know exactly who can help us do that." Elita-1 said with a little smile of hers. "He's an old friend of mine from my days back in the Hall of Records."

"Who might that be?" Optimus asked.

XXXXXX

Blaster of Harmonex was a mech of class who was practically forged synthesizing and mixing all kinds of sound. He was literally born for the job of broadcaster and was a legend among the communications caste situated in Iacon. His main tasks were to manage communication and bandwidth, making sure that the Grid was running smoothly and keep the airwaves open on both civilian and military channels. It was a hard job as he had to multitask to the extreme, but he managed to keep his cool and show his skills better than some of the femme coworkers who were more adept at the job than him.

Blaster loved his job. He loved giving the people that extra jumpstart in the morning to make it through their day, but above all, he loved life and abhorred the horrid state his home had fallen to. He disgusted by the actions of the government that was supposed to be protecting the people, not abusing or oppressing them. Sentinel tried to shut him down both quietly and publically to keep him from voicing speaking out against the Senate, and Zeta was no different in her attempts to silence him aside from being less subtle. It got to the point where he had to leave the broadcast station to avoid potential assassins, since the last thing he needed was Zeta Prime accusing him of spying on her or something equally stupid like that. She didn't gain any points in his book in her attempts to restrict his range of new broadcasting.

He repelled her attempts to silence him and when the Decepticons took control and began shutting down public outcries across the Grid, he made sure the people knew of this…from a safe, secret location of course. The top of a lone tower that was believed to be abandoned with his broadcast signals masked along with the radio noise to hide his position. He wasn't called a prodigy for nothing.

"Good mornin' Iacon!" Blaster hollered from within his pirate station. "This is your old pal Blaster blastin' at you from the underground Nexus! It's rough out there on the street-I know you feel it. The Decepticons are large and in charge and they've been crackin' down on anyone speakin' the truth. But they ain't shutting me down! I'll be here-on the air-tellin' it like it is!"

He leaned back in his seat, keeping an audial out for the two goons hanging outside his door. "I used to be big media-reporting news and getting edited by the government. I know how their system works! Under the Primes or Decepticons or whatever, the big-bads in power don't want the people hearin' the truth!"

Outside his quarters, Wildrider and Dead End took their spots on both sides of the door, ready to storm in and take out the "annoyance" that was giving Megatron and Nightshade. Wildrider checked the signal reception and nodded.

"The broadcast course is coming from inside." Wildrider said.

"Stupid blast-mouth didn't think Soundwave would triangulate his location?" Dead End scoffed.

"Stupid is right," Wildrider grinned. "Let's see him talk his way out of this."

Planting a shape charge on the door, Wildrider blew the door open and they charged into the room. Blaster wasn't as surprised to see them as they hoped and Dead End certainly wasn't expecting the mech to have a weapon when he took a plasma bolt to the face from Blaster.

"Pull that trigger again and we'll riddle you with holes!" Wildrider growled, pointing his rifle at Blaster. "Consider yourself canceled!"

"For good!" Dead End yelled, clutching his burning face.

Before they could do anything, two large hands grabbed their heads and slammed them together hard enough to knock them out. They dropped to the floor at the feet of Optimus Prime as he walked into the room without a second thought for the Cons at his feet.

"So much for freedom of speech." Optimus remarked.

Blaster blinked up at the tall mech, recognizing at least his color scheme. "Orion Pax? But…you ain't a cop no more."

"It's a long story, Blaster. But right now I need your help. Elita-1 suggested you to me and I know with your skills you can help end this crisis before it gets out of hand." Optimus said. "Time is of the essence."

"Look, thanks for the save," Blaster said. "But if you think I'm gonna spin your Autobot propaganda as payment-"

Optimus held up a hand. "You've always been a voice for the people, Blaster. Now it's time they heard the truth."

About half an hour later, Sky Lynx circled the HQ of the Iaconian Newsfeed, one of the tallest buildings in the city. The massive dragon-bot set Optimus, Prowl, Blaster and Elita-1 down on the roof, where they enacted a dangerously risky plan.

"You're out of your head, man!" Blaster admonished, even though he was grinning from the overcharge of taking part in such a crazy plan. "This is crazy."

"Trust me, this doesn't even count as crazy if you've seen the things I've seen." Elita-1 remarked.

"This tower is the most powerful node on the Grid, Blaster." Optimus said. "And I need you to hijack the data-stream. This is your moment of truth."

Blaster stared up at Optimus for a minute, before his face broke out into a grin. "Like I said, crazy-but righteous."

Once Sky Lynx set them down on top of the domed building's roof, Optimus had Prowl stand guard while Elita-1 worked her magic on the broadcast feed. As she used her technical skills learned from her time as a data clerk to hack into the Grid on a heavily encrypted channel, Blaster transformed into a large radio device and connected himself into the building's network to access the Grid.

"It's on, baby!" Blaster hollered. "Look out and shout! OW!"

"Interface secured. Signal strength at maximum, Optimus." Elita-1 said, then shook her head. "That's going to take some getting used to."

"I know what you mean." Optimus replied. He took a deep breath and nodded to Blaster. "Alright, let's go this."

Blaster worked his magic, commanding his distant part of the Grid with prodigal ease as he broadcasted Optimus's message to all of Cybertron via communications devices. "Pardon the disruption of your daily destruction, but there's a new voice to be heard on the Blaster Podcast! Open your receptors people!"

Optimus took a deep breath and spoke his heart out to the people. "My fellow cybertronians-you once knew me as Orion Pax. I was an officer of our corrupt senate and served a line of Primes that grew increasingly oppressive. But that day is done, taking with it a broken shell of the mech I once was. I speak to you now as Optimus Prime. I was not elected by ancient ritual or ascent of committee. I did not serve any faceless bureaucracy. I serve you-the citizens of Cybertron. And as sure as the Matrix that burns within my frame-I will never stop fighting for freedom! When the Decepticons solidify their rule, they will dominate anyone who speaks out against them. It will be the days of the Functionists again, where the strong ruled over the weak with an iron fist and the Decepticons were on top because of their supposed birthright. Do you want to live constantly in fear of saying the wrong thing, of looking over your shoulder for a Minicon spy or looking above your head for Seekers listening in? I don't know about you, but I don't think that's a life one should live.

The Decepticons believe they rule over you from Iacon's Citadel, that their guns and their numbers can keep you in line. Don't believe the lie. The real power lies with you. It lies in your unity. The Ancients believed that true freedom exists when all are one. I call upon you all to prove it. Join me at Iacon-and we will march upon the Citadel. We will show Megatron and all those who stand with him that the age of tyrants is over! I sought once to reclaim the Autobot name; to restore its pride, its honor. Today, we will do so-as one!"

Optimus's words did their job. His speech resonated with the feelings buried deep down in everyone's hearts and minds, beneath all the fear, hatred and loathing. It wasn't long before hundreds of people, people who had enough of being stomped underfoot by bots waving bigger sticks, began cursing the Decepticon name. Those hundreds turned to thousands, and so on.

It made them think of what a Decepticon ruled world would look like. Would the Decepticons enact a glorified Functionist world where anyone without a battle-oriented alt mode was deemed useless and thrown to the side? Would they mercilessly stomp out any opposition, no matter how small or well meaning, like Sentinel and Zeta? What about the upper and middle caste bots, were they deemed expendable in Megatron's future empire? These questions brought about disturbing introspects into what Megatron's Cybertron would be like, and the thought filled people with fear. And when the people were afraid, they lashed out at the source of their fears-Megatron.

XXXXXX

Megatron hadn't moved from his throne or said anything almost an hour after the message ended. Soundwave had gone to locate the source of the transmission but so far had no luck in his endeavors. He sat in his throne room brooding about the return of the hated mech he killed with his own hands. Megatron wanted to say that it was some imposter using the name of Prime to scare him, but Megatron instinctively knew it was Pax. The voice, the mannerisms, even his appearance, it was all the same as that lone police officer he hated with every fiber of his being. He was back, wearing the mantle of Prime and was goading the populace into rebelling against him.

'There's no way he could've survived my shot. I saw him die, I threw him off the damn building for Mortilus' sake!' Megatron thought. 'Why? I've killed everyone who's wronged me, but the mech who deserves it the most escapes death time and time again. Why?'

His musings were interrupted when Nightshade and Starscream entered the room and the Seeker commander almost went up to Megatron's face for an explanation.

"You said you killed him! You said you crushed him with your bare hands!" Starscream roared. For the first time that night, Megatron was speechless and it took him a great effort to formulate a sentence.

"I did. He…no matter." Megatron shook his head. He couldn't lose composure now, not when victory was in his grasp. "No one will come. Orion…or Optimus Prime as he styles himself, is calling upon a courage that does not exist in these people. Their fear will keep them low."

"That's the same kind of thinking Sentinel and the senate had, and look at where they are now!" Starscream said. "We need to lock down the city. Put anyone outside at this time under lock and key and hunt down those Autobots!"

"I am the leader here, Starscream. Show some tact like the commander you are, or get out and whine to your brainless Seekers!" Megatron stood up and got in Starscream's face. "We control the Decagon and all its assets and weaponry. No one, not even the new Prime and his foolish toy soldiers are stupid enough to storm the Citadel alone!"

"You can say the same about Orion Pax, but apparently death doesn't want him yet." Starscream replied. "You're losing your touch, Megatron!"

Megatron almost backhanded Starscream on the spot, but Nightshade's yell broke them apart. "Would you two shut up and come over here? We have a situation!"

Megatron and Starscream joined her at the window and they developed similarly shocked expressions at what they saw. Marching through the streets of Iacon was a rally of bots from all over the city, and even the surrounding cities of Rodion and Ultirex. Their numbers went as far as the eye could see, down the street and beyond, heading toward the Decagon. It was eerily reminiscent of the army Megatron had led to Tarn's Citadel, but it looked like the numbers were twice the amount gathered on that day. There were a few bots in the lead carrying the Autobot flag, and Megatron's keen eyes could see it was Optimus and his Autobots leading the masses to battle.

"They don't look afraid to me." Nightshade said.

Megatron was shocked speechless once again. "Impossible…"

"Your friend seems to enjoy making the impossible possible." Starscream remarked.

Megatron scowled and marched past Starscream and Nightshade. "I don't care if you have to kill everyone in this damn city, Starscream, I want you and your forces to put an end to this rebellion once and for all."

"It should've ended in Kaon." Starscream growled. "But you had to play with them, and look where we are now. Perhaps you'll make butchering foots a priority in the future, eh?"

Megatron snorted steam from his nostrils. "Perhaps I will."

He wasn't talking about Optimus Prime.

XXXXXX

Down in the streets, the Autobots led Iacon's populace down the main street toward the Citadel, where the Decepticon forces were already amassing to counter the protests. Despite their calm expressions, it was no secret that even the Autobots were a bit nervous at how this was going to turn out.

"What do you think bucket head will do?" Rodimus asked Hound.

"Use every weapon against us." Rodimus said. "We've probably already pissed him off beyond belief at this point."

"Great. I always wanted to be a sitting Turbofox in a shooting gallery." Rodimus muttered.

"Stand strong!" Optimus bellowed. "Be ready for anything!"

XXXXXX

Starscream mobilized his forces immediately. A five Seeker squadron flew towards the crowd and opened fire on them with an incendiary payload, massacring large groups of civilians in a single air strike. The people began to panic, not expecting the Decepticons to attack them without at least a warning. Everyone screamed and yelled and tried to run as the Seekers opened fire on them again in another fly by, but Optimus stood strong throughout the chaos.

"Stand strong, brothers and sisters! Hold your ground!" He yelled. "Those of you with weapons, protect the people around you!"

The Seekers circled around for another air strike. Skywarp gave an excited cheer as seeing the little people on the ground running in fear and going up in flames.

"Ha! It's like shooting strike-bats in an energon mine!" He howled.

"Hold formation and close in for another pass." Starscream ordered. "Let's show Megatron how it's really done!"

"Roger that, Starscea-" Thundercracker cried out as his fuselage was hit by something and he was engulfed in flames. "Bandits at point two-nine!"

Coming down on the Seekers from above, the Aerialbots descended on them. "Aerialbots, assume strike formation and engage hostiles!" Silverbolt said. "Show the Seekers who rule the skies!"

The skies soon became a death match full of flyers shooting missiles and laser bolts at each other to bring their enemies down. Optimus thanked his comrades and looked to the disheveled crowd behind him.

"Push forward to the Citadel!" Optimus yelled to them over the explosions.

His rallying cries spurred the still large crowd into action, now storming the front entrance of the Decagon as they planned on overwhelming the armed Decepticons through sheer numbers alone. The automated defenses, those that were still left from the earlier battle the day before, were activated on Soundwave's commands and opened fire on the people with particle blasts and missiles to scatter the crowd. The Iaconian streets were torn asunder and the people buckled under the immense pressure of Megatron's bombardment. Optimus and his comrades were blown off their feet by a missile that hit the ground beside them, but he remained strong and pushed himself up.

"We stand or fall as one!" Optimus bellowed, his red and blue armor slightly blackened from the flames of a missile almost hitting his arm. He pulled the flag upright with Elita-1's help and turned to the others. "People! We either win today or we lose our world forever! I will not let the Decepticons have it! Do you hear me, Megatron? It's over!"

From his position atop the Citadel, Megatron glared down at Optimus. "It'll take more than words to stop me. I'll take more than you can imagine, Optimus Prime."

XXXXXX

The following battle at the Decagon was something that would forever go down as the most chaotic battle in Iacon's history. Autobots and civilians held firm against the Decepticons' defensive line, fighting back ferociously and giving them a mighty headache. An hour had passed and slowly the populace was gaining entry into the courtyard, with some members of Iacon's aerial corps launching air strikes down on the Citadel's artillery guns.

Megatron sat on his throne listening to reports on the battle from Nightshade and Starscream. Prime's words and defiant actions were galvanizing the people into rebellion despite the extreme loss of life and destruction to the historical site. The night was alight with brightly colored energy beams and explosions blossoming on the ground. It was horrifyingly beautiful, this battle. All this because of Prime's honeyed words. To think that these people used to lord over him. Disgusting.

" _Megatron, sir, our assault forces are advancing on the Autobot lines as ordered!"_ Blitzwing reported.

"Change of plans, Blitzwing. Hold your current position and fire a barrage at the square's western intersection." Megatron commanded.

" _But sir that's to the rear of their position!"_

"Just keep them contained! You'll see why soon enough." Megatron ended the message and stood from his throne, walking past Soundwave. "Tell Nightshade this is her queue to go down there and give Prime hell."

"What do you have planned?" Soundwave asked. Megatron smirked.

"That would spoil the surprise. Let's just say that this Citadel is not as worthless as we thought. And it's going to help us end this farce of a rebellion for good!"

Down in the intersection, the Autobots were engaged in a fierce firefight against the Decepticons. The entire Citadel was surrounded by heavy particle cannon turrets mounted along the perimeter, with heavily armed Cons supporting them with serious firepower. With their air power hampered by the Aerialbots and local militia, the Decepticons and Autobots were locked in a stalemated ground battle.

Blitzwing was coordinating the armored strike units against the Autobots' rear, assaulting them with a strong storm of plasma blasts that forced the flank into defensive positions. Elita-1 quickly raised five slabs of rock from the ground to act as a barrier from the energy blasts coming at them.

"Slag!" She growled. "Optimus, they have us pinned. Blitzwing's forces are going to tear into our defenses if we don't get help soon."

"Have faith, Elita," Optimus said, shooting down a turret. A Con tried to come at him with twin vibroblades, but Optimus swiftly took him out with a shot to the face from his barrage cannon. He fired another shot into an exposed power line in the ground that erupted underneath three tank Cons and incinerated them in the explosion. "Our broadcast went far and wide. More will come."

"If you say so. Though, I don't like people being fashionably late." Elita-1 added under her breath.

Blitzwing was in his tank mode shooting plasma beams at the cowering Autobots in his path alongside his unit when he heard startled cries and shouts behind him. Grumbling, he spun around and transformed to robot mode to see what was going on.

"What's the problem?" He shouted, and screamed as a burning wreck of a corpse hit the ground near his feet. He looked up and saw four large mechs, each sporting parts of a reptilian beast mode on their bodies, tearing apart his armored team with energo-weapons and their bare hands.

"Oh frag me sideways." Blitzwing groaned.

"Come on, Dynobots!" Grimlock roared. He cut a Con in two with his flaming sword and kicked another in the chest, sending the poor bastard flying. "Rip 'em to shreds!"

Blitzwing was about to order a unified assault on the leader-these guys looked like the type to lose cohesion once their leader went down, but Grimlock wasn't a mech to go down easily as he slammed his fists into the ground and transformed into a massive reptilian beast, opening his mouth and releasing an intense stream of flames nearly two feet long that was hot enough to melt metal on contact. It was horrifying to see the mech you were just drinking with the night before have his face melted off in front of you, and it took the wind right out of Blitzwing's sails as he shifted into his jet mode to escape the bestial onslaught.

"You call this heavy armor?" Slag grinned.

"Heh." Grimlock chuckled as he returned to robot mode. "Kids these days."

"See, Elita?" Optimus said, satisfied at the effective, yet excessively violent, counterattack. "Have faith."

"Don't get cheeky." Elita-1 smiled.

Suddenly there was a loud boom and they saw a rain of large debris falling onto the streets. Elita-1 was about to summon a TK shield to block the falling rocks, but Trailbreaker was faster with his shields, summoning a barrier to protect the group.

"Trailbreaker, what happened?" Elita-1 questioned.

"No clue." Trailbreaker shrugged, letting go of his shield. "All I know is something big exploded. We've got debris almost as large as a city block coming down on us."

"I think I know why." Optimus pointed at the top of the Citadel, which had explosions bursting from the tip and the sides all the way to the atrium.

"The Citadel," Hound said. "Is it collapsing?"

"No," Optimus said grimly. A familiar red glow emanated from where the tower blew up and the remaining parts that weren't blasted off began to split apart mechanically. "It's changing."

Atop the Citadel, a large cannon glowing with red energy rose from what was formerly the atrium. Megatron sat at the controls of the massive cannon, a mad grin on his face as he pointed the cannon at the bots on the ground.

"Behold, the final legacy of Zeta Prime!" Megatron roared, pressing a button to charge up the cannon. "The Vamparc Annihilator!"

"Oh frag you, Zeta!" Ironhide yelled.

The cannon powered up, drawing upon power from the multiple vamparc tanks sitting deep underneath the Citadel to power its beam. Megatron aimed at a section of the courtyard and pressed another button to fire. The massive red beam lit up the night sky as he was fired from the cannon, hitting the heart of the courtyard. Over three dozen bots, Bot and Con, were killed almost instantly in the ensuing explosion, and those that weren't killed were seriously injured. Elita-1 and Trailbreaker managed to avoid getting seriously hurt from the blast wave, but they were still burned by the intense heat of the blast. Elita-1 took the brunt of the shockwave, flying backwards and hitting the wall headfirst.

"Ratchet!" Trailbreaker yelled as he pulled Elita-1 out of harm's way. "I need help!"

"Set her down." Ratchet ran over to her and ran his diagnostic scanner over her body. "She's not damaged, but that crash knocked her out. Any closer to that explosion and she would've been burned by the radiation."

Megatron fired another beam, this time hitting an adjacent building and blowing it in half. The skyscraper collapsed onto the people below, raining down large chunks of debris and glass shards on the poor people watching the battle. Prowl was almost skewered by a glass shard before Optimus lunged at him and pushed him out of the way.

"We can't stand against that thing. It's destroying us." Prowl said. "We need a tactical retreat. The situation just turned against us!"

"We're not going anywhere, Prowl. We have the Decepticons on the defensive. We run now, and we'll never get a chance like this again." Optimus said.

"With all due respect, Prime, it's suicide to stay out in the open like this." He exclaimed. But Optimus didn't look the least bit concerned, only frazzled that Zeta had this weapon in hiding for so long.

"Have courage, Prowl." Prime said. "This battle is far from over."

"Courage won't shield us from that thing! Prime, I hope you have some kind of…plan." Prowl paused in his ranting as a massive shadow flew over the area.

A massive structure floated over Iacon, hovering towards the Citadel and the battle going on. At first people thought it was a ship, but it wasn't. It was a Metrotitan.

"Metroplex?" Prowl muttered in surprise, and gasped when he figured out Optimus's plan. "You called him even before we marched!"

"I held him in reserve until Megatron made his big play." Optimus said, watching Metroplex slowly fly towards the Citadel. "Now, we even the odds."

"Word from the wise, Prowl. Never bet against Optimus." Ironhide grinned, turning back to fight his enemies.

"Duly noted." Prowl said and joined him in battle.

As Metroplex neared the Citadel, he began to transform. The movements of his massive body components were slow due to his size. The sounds of his gears shifting, his armor moving and his joints locking into place was loud enough to almost draw out the fighting on ground level. The Decepticons spared no expense at trying to shoot him down, but their weapons fire did little to the two mile tall titan, who finally entered his robot mode. Metroplex's big feet caused the ground to tremble, and enemies and allies alike stared up at him in awe.

" **These guns of death are an affront to those who forged this world,"** Metroplex's deep voice could be heard for miles. His footsteps shook the immediate area as he marched toward the weaponized Citadel. " **They shall be silenced."**

" **N** ow Autobots! While Metroplex draws his fire! Charge!" Optimus led the mighty charge as they came at the blockade like a tidal wave.

Megatron gaped at the giant stomping toward him and felt a momentary pang of fear rise within. Catching himself, Megatron ceased his internal rumblings to retreat and snuffed it out. Growling at Metroplex, Megatron shook his fist at him and pointed the Annihilator at his face. "I don't know what hole Optimus dug out of, monster, but after this, you'll wish you'd stay there!"

He fired another beam from the cannon, hoping to at least damage the Metrotitan and slow it down, but to his horror, the beam only did superficial damage that wasn't even registered by Metroplex. He fired another beam and got the same result, and his confidence waned as the titan got closer.

" **You cannot harm me, little tyrant."** Metroplex said. He took notice of the Seekers swarming his titanic body, shooting missiles and lasers at him. He paid them no mind. **"Your paltry weapons cease to amuse me."**

"He's going for the Citadel!" Nightshade shouted. "Stop him!"

"With what?" Thundercracker yelled back. "Our fists?"

Nightshade could do nothing as she saw Metroplex walk over to the Citadel and grab hold of it around the base, pushing up with his legs and wrenching the tower from its foundations. Megatron was still cursing the titan as he held on for dear life on the cannon, which was slowly being torn from its mount.

"Megatron!" nightshade flew towards her leader, swooping in just as Metroplex tore the tower from the ground and proceeded to rip the structure to pieces. Glass and metal fell to the ground and Nightshade did her best to avoid getting crushed or sliced apart as she flew to save her leader.

She caught his arm in her talons and flew towards the ground to deposit him safely, but as she descended, a piece of the falling vamparc cannon hit her wing, sending them both falling. Nightshade hit the side of a battlement before disappearing in the cloud of smoke, and Megatron had nothing to hold on to in his descent. He was forced to fire his fusion cannon under him to slow his fall, and even then it was thanks to his enhanced frame that he was able to survive hitting the ground like a meteor.

"Ngh…" Megatron groaned in pain, his entire body aching from the rough impact, and on his back of all places. He coughed a bit and forced himself to his feet, clutching the cut in his side. All around him, the remains of the mighty Citadel fell on the courtyard in large chunks of rock and metal. He saw what was left of the vamparc annihilator crashing to the ground in pieces. "No, no, NO! I was so close! How could everything go to hell so quickly?"

"That's a good question, Megatron."

Megatron's face morphed into a savage snarl as he saw Optimus Prime walk out of the smoke like some apparition from his nightmares. Looking upon him now, Megatron could see that his former comrade had changed both in body and mind, but he still had that familiar air about him. In his eyes, he was still Orion Pax, the mech who thought he could change a dead system.

"You could have led our world to freedom and independence, Megatron-fulfilled the promise of your ideals. Made the dream you and Elmeth worked so hard to keep alive a reality." Optimus said. "But all you've done is worsen the condition of our planet, brought death to all. You have become a monster almost as bad as Steelheart and Zeta."

"Don't lecture me, Prime! I sought to bring our race to its rightful place as the superior species in this galaxy. You can't do that under the thumb of an archaic regime hovering over us like a damn plague!" Megatron roared. "I'll burn away all traces of your Primal Dynasty, strip away all signs that the senate and Functionists even existed. Cybertron will become the empire it was meant to be. We will never be weak or vulnerable again, and we'll dominate those filthy organics that dared to laugh and jeer at us!"

"You're deceiving yourself if you think you have the resources to do any of that!" Optimus said. "Give up and come with me. We still have a chance to make this right."

"Give up? You have some bearings to say that to me after everything you've stolen from me!" Megatron replied. "I'll crush you with my bare hands!"

Megatron charged at Optimus and rammed into him, sending them both into the ground. Optimus kicked him off and punched him in the face three times before kicking him in the chest. He followed it up by picking Megatron up and throwing him into a pile of rubble. Megatron crashed face first into the debris, but recovered quickly and grabbed a metal spike, throwing it at Optimus. Prime hissed as the spike stabbed into his side, but he still ran forward.

"Die Autobot!" Megatron fired his fusion cannon, but Optimus ducked under the beam and buried his fist into Megatron's cheek. As he stumbled back, Optimus tore his fusion cannon from his arm and smacked him in the face with it.

Megatron growled and took out a laser sword, rushing forward and slashing the blade against Optimus' abdomen, right across his stab wound. Prime stumbled back and Megatron pressed his assault, leaping high into the air and slashing downward. However, Optimus fought back with a solid uppercut that knocked Megatron back and made him lose his weapon.

Optimus ran at him, jumping over a sweeping kick from Megatron, but was knocked onto his back when the Decepticon leader pounced on him.

"I'll rip out your eyes!" Megatron growled.

They grappled each other for a moment before Optimus pulled Megatron's arms from his neck and threw him over his shoulder, slamming him right into a fallen statue of Zeta Prime. Optimus took out his barrage cannon and leveled it at Megatron.

"You're stronger, Prime." Megatron smirked. His eyes gravitated toward a combat rifle lying under a rock, hidden from sight. "I'm sorry, Optimus. My mistake. It's just that you're annoying in both forms."

"Just surrender, Megatron, before this gets even more out of control." Optimus said. "We can still have a chance to make things right."

"A chance? That chance died a long time ago, Prime." Megatron said. "There is only one spot at the table, and it's reserved for me!"

Megatron threw a rock at Prime's face and lunged for the gun, but Optimus was just a second quicker. As soon as he saw Megatron move, he pulled the trigger of his cannon, bathing Megatron's upper body in an explosive force equivalent to 3000 lbs of terran TNT. The warlord fell back, his chest and face steaming from the intense heat and his mouth open in a silent scream of agony. But he was still alive, though another direct hit like that could kill him.

"You think this will end here?" Megatron howled, glaring viciously at Prime. "I will have this world, Optimus, and finished what I started. And no one will stand in my way, least of all a traitor like you!"

Optimus narrowed his eyes and aimed his cannon at Megatron's head, but a series of pulse beams being fired from above made him back off. Astrotrain, with Soundwave and Nightshade inside his cab, flew in from above, forcing Optimus back. Soundwave and Nightshade gathered Optimus up and dragged him into Astrotrain.

"No!" Optimus fired at the fleeing Decepticons, but Astrotrain was already out of range for his cannon. "No."

Megatron had gotten away, and Optimus knew that this battle had marked the beginning of a new conflict. War had begun and Optimus knew that this wasn't going to end anytime soon.

XXXXXX

" _Attention all surviving Decepticon forces in the area, we're ordering an immediate retreat. Disengage from the enemy and leave the city by any means possible."_

"Frag. Of course things would go south for us." Starscream growled. He wanted to keep fighting, but between that giant titan and the threat of Nightshade killing him on the spot for insubordination, he decided to cut his losses and order his Seekers to retreat. "Seekers, converge on my position, we're retreating."

"What? We're running away after all that?" Skywarp said. Starscream glared at him.

"Would you like to take your grievances up with Megatron? I doubt he'll be in a good mood after getting his aft handed to him by a Prime." Starscream said. When Skywarp meekly shook his head, he punched his shoulder and yelled in his face. "Then get into formation and retreat!"

The Autobots saw the surviving Decepticons retreating from the Decagon and running back through the ravaged streets they were attacking just a few hours ago. Those who couldn't get away fast enough were disabled and restrained by the state militia and Elita Guard.

"Keep pouring it on, Autobots!" Springer yelled, firing his plasma cannons at the retreating Cons. Ultra Magnus put a hand on his shoulder to stop him.

"Cease fire! They're already gone." He ordered. "No sense in wasting ammo."

Springer grumbled and lowered his weapon as the rest of the Autobots and civilians started to celebrate after noticing that the dreaded enemy was running away. Elita-1 walked over to them with Hound's help, limping on her right leg and with Ratchet close behind her.

"Guys, have either of you seen Optimus?" She asked.

"He went to find Megatron after Metroplex destroyed the Citadel." Prowl said. "Haven't seen him since."

Elita-1 frowned at that, but then she heard some people call out Optimus's name. She spun around, nearly throwing Hound off his feet and saw Optimus walking towards them. She smiled and almost ran to hug him, but Ratchet held her back.

"Treatment first, then hugs." Ratchet said, forcing Optimus to sit down so he could treat his wounds.

"Optimus, what about Megatron?" Prowl said, getting straight to the point.

"At least wait until he's better, Prowl." Ironhide grumbled. "Don't ask if he's alright or anything."

Optimus grunted as Ratchet ran a torch welder over the gaping wound in his side. "He got away."

"Slag." Kup grunted. "They'll hole up and lick their wounds, but you can bet they'll be back."

"They will. But for now, Cybertron belongs to the people again." Optimus said, looking up at the rising sun over the skyline. "Now we can rebuild."

XXXXXX

As morning came, the reconstruction effort was just gaining ground. Medical teams saw to the wounded, while the militia surveyed the damaged areas of the city for any people in need of help. Optimus had his Autobots secure the Decagon, where Metroplex now sat in his fortress mode where the Citadel used to be. He promised to act as Iacon's new protector and capital building.

"Be sure to destroy any remaining vamparc weapons lying around." Optimus told Ironhide. "I don't want any form of that technology sitting around for someone to abuse. Bury it with Zeta's legacy."

"Yes, Prime." Ironhide saluted and went to relay his orders to his unit. Optimus got a call on his comm.

" _Prime, come to the Citadel's undergrid. There's something you should see."_ Ultra Magnus reported.

The undergrid was a separate section of the Citadel that was known only to a handful of people. According to High Circuitmaster Xaaron, it was a massive vault containing something so secret that only Zeta and her trusted agents on the senate knew about. Optimus entered the tunnel illuminated by an eerie red glow and came upon that familiar massive circular door, which was pried open with Prowl and Ultra Magnus standing in front of it.

"The city's reconstruction requires my attention," He told them. "What's so urgent down here?"

"We found something…significant, Prime." Prowl said curtly. "I knew you'd want to see this immediately."

They led Optimus into the vault, where Prime was shocked to see that the chamber was filled wall to wall with a large collection of weapons, many of them highly illegal or were prototypes that haven't even seen the light of day. Some of them weren't even of a cybertronian design!

"It's a storehouse of illicit weapons. Thousands of outlawed designs and prototypes, even weapons stolen from other races we've made dealings with. Zeta and her followers were stockpiling this stuff for the whole two years she's been in office." Ultra Magnus said. "From what we've seen, the vamparc weapons are the least of it."

Optimus looked around the room with a cold expression. What was Zeta doing behind his back? How far had she gone right under his nose to secure her position on the planet? "The destructive capacity of his armory could decimate half of Cybertron. It's fortunate that Megatron didn't get his hands on any of it."

"Still," Prowl picked up a claw-like device. "With weapons like these, we could give the Decepticons a run for their money. They'd be on the defensive for a long time…"

Optimus held up a hand to stop that thought there. "These aren't weapons, prowl. They're tools of subjugation. Zeta sought to use them and it only led to her destruction." He said darkly. "I won't make the same mistake. Destroy it all. Every last piece."

Prowl looked like he didn't agree, but he didn't say anything to protest Prime's decision. He just nodded his head and gave a cold, "Understood, sir."

Optimus walked past him out of the vault without another word.

XXXXXX

'Never in my life would I have thought I'd be inside a real Metrotitan.' Rodimus thought as he stood on a balcony on Metroplex's upper levels. It was almost midday, and he spent most of the morning exploring the inner workings of the titan, enthralled by the living legend.

Rebuilding the city after that chaotic battle was going to take a few weeks, if not more. The few remaining members of the senate that didn't run off or were killed by Megatron, led by Torenia, were working with Optimus to fill the void left by Zeta's death to maintain order, though from what Rodimus heard, there won't be another senate to inherit the hatred garnered by their predecessors. Not to mention the distrust the people had for the government in general, and for the Prime. They had a lot of work ahead of them. And there was also the fact that Nyon was still in ashes and most of its population were dead. This was his home now.

"I've been looking everywhere for you, Rodimus." Optimus stepped outside and greeted Rodimus. "I wanted to thank you."

"Thank me? For what?" He asked.

"For opening my eyes. If you hadn't showed me the results of Zeta's tyranny…"

"It's an honor, sir," Rodimus interrupted. "But I don't deserve your thinks. Not after the choices I've made, the things I've done." He sighed. "I'm no hero."

"You took a stand and followed your heart, Rodimus. If you're not a hero, then I don't know what one is." Optimus stood next to Rodimus and they looked out at the city. "After all, it could be you that carries this Matrix one day."

Rodimus chuckled. "That'd be something, wouldn't it?"

They stood in silence for a moment, enjoying the peace after the hell they went through. "Rodimus, I know you're still hurting from losing Nyon. But I want to say that you have a home in Iacon, among your friends. You've saved a lot of people, last night, and even earlier than that. Hold your head up high, Autobot."

"I will." Rodimus promised. "Wouldn't want to miss the sunrise, wouldn't I?"

"Yes," Optimus agreed and looked to the blue sky. "It's a beautiful sunrise…one I'm glad to see."

* * *

 **And that's the end to part 1. Man, that was a hassle to write, but I'm glad I finished it. Now, I'm going to update Distant Stars next with the four part Revelation finale to the first half of that story, where the Autobots' secret war with the Order and the dolems comes to a head. Be sure to check out the website for this series, directions to the weblink is in previous chapters. Thank you for your support and stay tuned for the part 2 of Defiance-Monstrosity.**


	7. Derelicts

Part 2-Monstrosity

Chapter 7-Derelicts

The metallic sounds of metal hitting metal filled the dark room as two swords clashed against each other. Under the dim purple light, two forms danced a dance of death in the sparring arena inside the abandoned Kaonian gladiator pit. It wasn't all that large or grand, just a small domed building with a large square arena inside used for underground pit fights. In the days following the Uprising, only one mech used this pit as his personal training ground.

"Someone's testy this evening." Nightshade quipped as she let Megatron's sword sail over her head before kicking him in the shoulder to knock him off balance.

"I didn't bring you here to talk, Nightshade." Megatron growled, throwing a kick at her head, which she deflected and retaliated with a swift knee to his chest, throwing him back.

"No, you brought me here to confess your undying love for me in private. You just can't find the right words for it." She replied.

Any other bot would've been killed on the spot for making such a remark, but Nightshade was always a special case. It wasn't a case of favoritism on Megatron's part, rather it was because she had his respect. As his second in command, she and a handful of others earned his respect as warriors fighting to end the corrupt reign of the government that had caused them so much pain.

Megatron and Nightshade fought with swords, spinning around each other to perform complicated movements and techniques they invented themselves. It was a simple spar, first blood wins, but both bots were so competitive that it got intense quickly, and neither wanted to lose.

Nightshade grabbed his arm when he went in to impale her chest, but when she spun around to slash at his face, he twisted his body and threw her over his shoulder into the ground. She angled her body in midair to land on her feet and kick his head, but Megatron used his superior strength to bring her off balance and slam her into the dirty steel floor, pinning her down and scratching her cheek with his sword.

"I win." He said.

"How the hell did you do that?" She asked amazed.

"You can thank Soundwave for teaching me that move," Megatron said. "After using it on me every time we fought."

"Of course." Nightshade grinned.

As Megatron helped Nightshade to her feet, Soundwave entered the arena in his usual silent stride. His red v-shaped visor glowed brightly in the dark environment as he approached his two commanders.

"What news do you bring, Soundwave?" Megatron asked.

"Buzzsaw has scouted the borders of our territory. There were numerous Autobot outposts being constructed along the borders of the Badlands in key locations. Many of them are using the natural terrain as a form of structural defense." Soundwave said. "They aren't advancing any farther than that."

"Prime's trying to barricade our forces within the Badlands. Smart move." Megatron frowned.

Optimus Prime knew all too well that the Decepticons were growing in number every day, and their numbers already rivaled the Autobots' and could even surpass them. Megatron had been preparing for a mass assault on key installations, holding an intense training regiment in former gladiator pits across the major cities of the Badlands (Tarn, Kaon, Vos, Helex and Styx) and turned forgeries once used to produce materials for the other city-states into munitions plants for the production of weapons. Optimus knew well enough not to waste time and money in trying to quell the Decepticons when he could just restrict their movements and possibly cut off their supply lines as well.

'A strategy I would do. Very clever, Optimus.' Megatron thought.

"If he's doing that, then what action can we take that doesn't involve throwing hundreds of soldiers at their fortresses?" Nightshade asked.

"All we can do is continue to militarize our capture territory and wait for the right time to strike." Megatron said. "Then we will force them to burn as much energon as possible. They're trying to cage us like animals, but they won't find it to be an easy feat. Have our local forces near the borders perform hit and run maneuvers to wear them down."

"Yes, Megatron." Soundwave nodded.

Megatron turned to Nightshade. "Continue monitoring the cities in the west. Polyhex and Hydrau will become crucial if we can take the spaceport and global communications center."

"Understood." Nightshade said. "And you?"

"I…have something to take care of myself." Megatron walked out of the arena. "Don't bother me unless Prime himself is knocking down the gates. I will return in a moment."

Nightshade and Soundwave shared a glance. What could he possibly be doing at this point in the campaign?

XXXXXX

The factory district where transportation vehicles and building materials were produced and distributed was one of the few areas of the city that were still intact following the chaotic battle between Sentinel's militia and the Decepticons. When victory was obtained by the Decepticons, the factories where bots slaved and toiled to create the foundations for the upper castes were looted or sabotaged, many facilities going up in flames from riots with the bodies of guildmasters strewn about the ground in pieces and energon mixing with the molten slag spilling from overturned vats.

Now it was a ghost town, even the industrial bots who still forged weapons and materials didn't come here anymore. That, coupled with the fact that it was the middle of the night, made this place a very dangerous area to be for people unfamiliar with the region. It was the perfect place for bandits or circuit booster addicts to hide for an ambush. But Megatron wasn't worried about some no-name druggies or thugs. He was Megatron, the strongest in the Badlands. None could match his might.

Megatron stopped in the middle of an intersection and looked around. "I know you're there you bastard." He called out into the darkness. "Come on out and face me like you have some semblance of courage."

"Courage? Like you'd know the meaning of the word." A tall mech stepped out into the open and Megatron's eyes narrowed at this unwanted appearance.

He was almost as tall as Megatron, with dark gunmetal grey armor wielding an oddly shaped sword on his back. His form sported no wheels or treads, possibly meaning he had an aerial alt mode, and his eyes were a deep red as they focused on Megatron. The mech also had a face plate over his mouth that looked like a pair of small tusks sticking out of the sides of his head. There was also a slender fusion cannon fused to a shield mounted on his right arm.

"Calamity," Megatron said, turning to face the mech. "What the hell do you want?"

"Can't a fellow gladiator say hello to his idol?" Calamity (TLK Megatron) chuckled. His face plate slid apart to reveal his grin.

Calamity was a wayward bandit king who was said to have been one of the last few bandit leaders in the Sea of Rust since the establishment of Iacon. Not many people knew about him, but those who did stayed clear of him, even the Stunticons. Calamity had a reputation for a reason, in which he ruled through fear and was not afraid of killing anyone who he deemed weak or useless. When Megatron's revolution picked up speed, Calamity was one of his most vocal dissenters, decrying Megatron's position as leader. His rantings did little else than chase off his fellow bandits to the Decepticon banners. Him and Megatron had a few scuffles and they always ended in a draw, which made it all the more suspicious that Calamity would even think of challenging him here in Kaon.

"You're only problem there is that you are no gladiator. You aren't even a decent warrior, you're just a washed up fighter who tried to get too big too early." Megatron said, crossing his arms."I've seen cowards with more spine than you."

"And yet here I am, talking to you alone with no witnesses. You call others cowards so blatantly, despite being one yourself. You've let all that revolutionary nonsense go to your head." Calamity said.

Calamity strode forward like he owned the place, standing face to face with Megatron without the slightest bit of fear.

"Congratulations on your failed siege of Iacon. Good to know that the only thing you've managed to accomplish is inducting a true Prime."

"What do you want?" Megatron growled. He wasn't in the mood for Calamity's games.

"You know what I want." Calamity said. "Your throne!"

Calamity slammed his fist into Megatron's face. Megatron only moved slightly before calmly turning back to Calamity. The grey mech growled and punched Megatron a couple of times in the chest before hitting his face again. When he tried to go for an uppercut, Megatron caught his fist and squeezed painfully, raising his own fist and slugging Calamity in the middle of the face hard enough to send him crashing into the ground.

"If a fight is all you wanted, Calamity, then you should've challenged me in front of a crowd. At least no one would've denied your courage." Megatron said as he stalked towards the fallen mech. "Now get up!"

Calamity groaned, getting to his knees and Megatron grabbed his arm to drag him to his feet. Calamity chuckled and looked up at Megatron. "Finally."

Calamity threw a punch into Megatron's chest, but this punch was surprisingly stronger than the last one. Strong enough to send Megatron flying back almost two feet, smashing into the side of a building before hitting the ground on his back. Groaning, Megatron saw Calamity leaping up and descending on him, and he rolled aside as Calamity slammed into the ground, his kick making a crater in the ground. He grinned and stood up, rolling his shoulders as he face the Decepticon leader.

"Your Decepticon mandate dictates that only the strong survive. Well then, let's see who is stronger, old man."

Megatron did not give him a reply a she drew his sword and fired his fusion cannon at Calamity, who met the blast with one of his own. The resulting explosion lit up the dark street and Megatron leapt through the smoke and flames to charge at Calamity. Calamity parried his sword strike and spun around with surprising speed, and Megatron had to dive to the left to avoid being stabbed from behind. A backhand knocked Calamity back and he shoved his fusion cannon into his face, only for Calamity to do the same.

Both mechs could fire their arm cannons with the speed of thought, though Calamity was quicker on the draw. A pulse blast to the face blinded Megatron, who stumbled back in pain. Calamity rushed in and punched Megatron hard enough to knock him off his feet, but he grabbed his legs to keep him from flying too far and slammed him into the ground before throwing Megatron onto a roof. Calamity flew after Megatron and pinned him to the roof, squeezing his neck.

"The Decepticons deserve better than some miner who can fashion pretty words on a datapad." Calamity growled, trying to crush Megatron's neck. "They deserve a true warrior born and raised in the Sea of Rust than you!"

Megatron sneered and flexed his right arm, extending a blade from his wrist and stabbed it into Calamity's side. Calamity reeled back in pain, allowing Megatron to blast him in the chest with a fusion blast that blew him off the roof and back down onto the street. Megatron jumped down after him and tried to cut him in two, though Calamity dodged the attack, a spin-kick startled him long enough for Megatron to grab his arm and spin him around to throw him into a wall. He charged forward, but was hit in the face by a shield bash from Calamity.

Calamity and Megatron rushed at each other and threw their punches, catching each other's fists and pushing against one another. Both mechs were incredibly strong, and their grapple was strong enough to cause the ground underneath their feet to start cracking from them pushing off the surface.

"This is everything I've ever dreamed of. You live up to your reputation, as rehashed as it is." Calamity said. "She was right about you. You're much more fun to fight when you're angry. It makes you take things seriously!"

"Who sent you to fight me? Who was dumb enough to rely on you of all people to defeat me?" Megatron snarled.

An orange glow shown behind him, and seconds later a large fireball hit Megatron in the back. His right shoulder exploded in a shower of metal and spilt energon, and Calamity used the chance to punch him in the chest before kicking him into the air. Another fireball hit Megatron's right side, blasting off his fusion cannon and sending him back down to the ground. Calamity watched Megatron's smoking body crash at his feet before looking back at the attacker.

"I had that covered." Calamity said. Ember smiled, not the least bit concerned with his frustration. She was the bright being in the street, her biolights glowing bright orange, and her eyes luminous like two solar flares.

"You say that like I care." Ember said, waltzing up to Calamity. Flames licked at her hand where she fired her fireballs. "From my point of view, you couldn't even overpower him in a contest of strength."

"I was doing just fine, zealot." He growled. Calamity huffed and shook his head, not wanting to deal with her right now. Turning back to the barely conscious Megatron, Calamity picked up his sword and raised it over the fallen leader. "I'm going to enjoy presenting your head to Nightshade."

"How sad that the lord of the Decepticons is beaten like this." Ember smirked and raised her glowing hand at the downed mech. "Goodbye, Megatron."

"Wait. Megatron is already beaten, and his life is mine." Calamity said. "Where's the fun in killing him? I have a better idea to dispose of him."

"Now isn't the time to indulge in your barbarian games, Calamity." Ember said. "Focus on taking out the greatest threat to my plans!"

"Don't speak to me like I'm one of your second-rate lackies! I am Calamity, the new king of the Darklands and now ruler of the Decepticons." He growled and stepped up to her. "My word is law here, femme. Are you going to refute that?

Ember glared up at him. She could've easily shot a fireball into his chest and gone about her merry way, but her curiosity got the better of her and she asked, "What do you plan to do with him?"

"I'm going to put in a place where he belongs." Calamity grinned and looked down at Megatron. "Call up a shuttle. We're going on a little trip."

XXXXXX

Ever since the Uprising ravaged much of Kaon's population centers, many of the lower caste bots who slaved and worked for the upper castes abandoned their posts in favor of taking control of the high rises and clean streets that weren't touched that fateful night. Despite this, the slum areas of the city were still highly populated by criminals, outcasts, addicts and the like. Many of the slums were abandoned at once for greener pastures, and became ghost towns almost overnight. One such slum was Wreckage Row, a neighborhood so bad not even local gang leaders and drug dealers set up shop. Because of its vacancy, it made for a perfect, but risky, shortcut through Kaon to its borders for transports sneaking past Decepticon patrols.

Two civilian drivers, Nightshift and Strongbox, decided to try this risky maneuver to avoid being spotted by the large amount of Seeker patrols combing the city.

"Well, Strongbox, I'll be glad when we deliver this shipment to Praxus." Nightshift said to his partner. "This neighborhood always gave me the creeps."

"Relax, Nightshift, there's no one here but us. Ain't nothing to grind your clutch about." Strongbox scoffed.

"Pah!" Nightshift laughed. "Famous last words-"

The ground under them exploded and the two mechs were hit by a strong EMP pulse that immediately knocked them out cold. Once they were down, a group of large mechs surrounded the transport.

"Let's get it done, Dynobots!" Grimlock of Simfur yelled. "They're knocked out, but Seekers could be on us any minute now!"

"If Swindle was right about this score, we can finally afford to get off-world!" Swoop grinned. That large truck had to be full of goodies for them to plunder.

"Stupid." Slag grumbled. "Trusting a Decepticon, and Swindle of all people…"

"Shut up and move!" Grimlock snapped. "Clock's ticking!"

Swoop ran over to the trailer and set a dec pack on the doors. "Charge set!"

He pressed a button he trail was blown open with a quick explosion. When the three Dynobots ran up to see their quarry, they were sorely disappointed when they saw that the trailer had less of the Shanix they were promised for the heist.

"That's it?" Slag growled. "Ain't even half of what Swindle promised!"

"This is bad." Swoop frowned and looked at Grimlock. "What do we do now?"

Grimlock kicked the trailer, nearly knocking it through a nearby wall with his strength. "Sludge and Snarl are bringing the truck. We'll-"

He was cut off when their escape vehicle/carrier pulled to a stop next to them. Sludge's large form leaned out the window while Snarl was in the driver's seat. "We got police inbound! Move it!"

Grimlock nodded and turned to his subordinates. "Load it up. We're done here."

Slug and Swoop got to work in gathering the scattered containers of money strewn across the ground, and the slender flyer looked up at his leader. "Back to the safehouse, Grimlock?"

"No." He said, his expression hard as stone. "One last stop before dawn…"

Almost an hour later, Grimlock slammed Swindle against the wall, holding the smaller mech in the air by his neck, ready to strangle him for his unrepentant…swindling. The other Dynobots stood around them watching in silence, stewing in anger at getting jilted.

"You slimy little plug-slug." Grimlock snarled. "There was barely any shanix for us to buy a friggin' house!"

"I s-swear, Grimlock, it ain't my fault!" Swindle said, waving his legs frantically. "Ever since Megatron vanished, intel on the street's been iffy! Decepticons aren't what they used to be these days."

He had a point. Megatron vanished after a seemingly normal night out in one of Kaon's abandoned districts, though there were signs of a battle where he was last seen. His disappearance was a great blow to the Cons, who were beginning to feel the sting of Prime's isolation tactics on their territory. Nightshade and Soundwave sought to keep the peace, and made sure to keep this unfortunate news from getting out to the rest of the planet, but things weren't looking very good for the shell-shocked Cons.

Grimlock had seen how the Cons were starting to fall apart without stable leadership. It was typical of armies and organizations that placed so much faith in a single person, he knew from his experience within the Primal Vanguard. A single leader with so much charisma and power that he became the linchpin for the group, and if anything happened to him, then panic set in and everything fell apart. It was why he made sure his Dynobots knew how to operate without him watching them all the time. He wasn't going to let his group fall to pieces just because he wasn't holding their hand.

"If you weren't so damn useful, I'd hand you over to the Autobots." Grimlock grumbled, forcing down his primal rage. A bestial growl rumbled in his large chest as he threw Swindle to the rain soaked ground. "Get the hell out of my sight."

"T-Thanks!" Swindle transformed and sped out of the alleyway like a strike-bat out of hell.

The Dynobots stood under the red light of a neon sign, unable to do much else now that their one chance was a total bust. Getting off planet these days was expensive, painfully so, and finding a working ship in stable condition and with a working fold drive. Add in their tight schedule, and the situation was all kinds of stressful.

"Back where we started. No money, no home, not enough shanix to get off the planet, and no ship in general." Slug sighed. "We're running out of time, Grimlock."

"I know!" The Dynobot leader snapped. He clenched his fists and breathed in deeply. "I know. We need to think of something fast, because the longer we stay, the more danger we put everyone around us."

XXXXXX

The colossal form of Metroplex's fortress mode stuck out like a sore thumb against Iacon's sleek, towering architecture. Having provided his own body to act as a replacement for the destroyed Citadel he demolished, he was now the main headquarters of the new cybertronian government-the Grand Convocation. One of Optimus's first acts as Prime was to dismantle the Senate, truly eliminating the government's worst elements and starting anew.

The Grand Convocation was composed of representatives from major guilds and factions within the now (partially) defunct caste system. It was a hassle working with so many diverse personalities, many still entrenched in caste mentality, along with faction leaders who don't even want to be in the same room as him. The Convocation was far from complete, but in the two months since the attack on Iacon, the world needed a stable government to manage society and maintain balance, while the Autobots countered the growing Decepticon influence.

"Fellow cybertronians, we have won the war, now we must seize the peace. Only together can we rebuild our society, and forge a future for all cybertronians. I am your Prime, but unlike Zeta-and those who proceeded her-it is not my intention to lord over you, but to partner with you and share the burden of leadership for all our people. Admittedly, there is much for me to learn." Optimus Prime said to the Convocation, with Torenia, representing the civilian population, standing by his side. "I know you have little reason to trust me, but these are dangerous times, and the people of Cybertron need our solidarity. I know the conflict with the Decepticons cost us all dearly and that your factions have suffered as the violence escalated, but-"

"Are we to be led by one of Zeta's former enforcers? A ruthless oppressor who brought only devastation to maintain order?" Dai Atlas, leader of the Circle of Light, said with a scoff. "Yes, Optimus, we all know you carry the Matrix-and that alone is its own affront-but do you truly expect us to buy this newfound benevolence? My followers will not exchange one tyrant for another!"

"Hold your tongue, Atlas!" Torenia snapped. "Optimus nearly died taking out Zeta and liberated Iacon from Decepticon control before Megatron could turn it into some steel jungle. I've known this mech all my life and if the Matrix has chosen him, then as far as I'm concerned, he's earned it."

"And what of your people, Torenia? Do they share your views?" Dai Atlas asked. "Are they willing to trust their safety and protection to this war-mongering charlatan?"

"He is the first Prime to be chosen by the Matrix since Nova!" Torenia started towards him. "Show some respect!"

"Everyone, relax! We have fought amongst ourselves long enough." Optimus said, not wanting a fight to break out on the first assembly of the Convocation. That was the last thing he needed right now. "Dai Atlas has a right to his own opinions, but we need to start trusting each other and solving the problems we face right this moment."

"What problems are you referring to?" Dai Atlas huffed. "The global energon crisis your leadership has failed to stem, or the recent rise of violent Decepticon attacks your Autobots have failed to prevent?"

"If solving these problems were as easy as you believe them to be, Atlas, then would you and a few council members have stood up against Sentinel and Zeta in full view of the public instead of quietly watching them massacre thousands from afar?" Optimus retorted sharply. Seeing a few members of the Convocation, Dai Atlas included, flinch at those harsh words made Optimus reign his temper back in. "Progress takes time. We need to find these answers together."

"You're the one posing as Prime." Dai Atlas spat and stepped down from his seat. "Find your own solutions."

"Don't walk away from this Atlas!" Optimus's tone made Dai Atlas pause. "All this strife will have been for nothing if we don't invest in each other right now. We need to show unity if the people are ever to place their faith in us again."

Dai Atlas kept is back to Optimus for a few seconds before exhaling and returning to his seat. "Very well, Optimus, I will stay." He said, before scathingly adding, "Out of respect for the Matrix."

XXXXXX

Calamity stood by the window watching the world zoom past him as the ship he was in flew over the cybertronian wilderness far from Kaon. He could barely see anything outside thanks to the extremely thick dust cloud engulfing the entire region. It was difficult navigating the inner reaches of what is known as the Sea of Rust; an area of planetary debris and magnetic flux that made the place practically uninhabitable for the greater population of Cybertron and a graveyard for ships that were brought down by the hazardous weather conditions. It was the perfect place to go if you were hiding from someone…or sought to hide someone from your enemies.

By Calamity's feet lay Megatron, still severely wounded and unconscious. Ember sat next to him, playing around with his fusion cannon as they waited to reach their destination.

"This is a waste of time, Calamity. We should have finished this business back in Kaon!" Ember said, very displeased. "I'm still trying to figure out why you didn't kill him. Knowing you, you would've paraded his body through the streets as a message of your new leadership. Show how strong you are and all that nonsense."

"I, for one, am not threatened by your questioning, Ember, but I lead this operation. This is my will." Calamity said firmly. Ember looked hardly impressed. "Yes, I could kill him and use his body as a show of force. It would've been cleaner, less risky. But this…punishment, will become legendary."

"Legendary?" She repeated. "So you're dumping him in the Sea of Rust as a punishment?"

"Yes. Decepticons don't follow weakness, and I just defeated Megatron in open combat. What better way to torture him by exiling him to the most dangerous place on the planet, always knowing that everything he once had now belongs to me." He said. "His banishment will serve as a lesson for those still loyal to him. Should they attempt to rescue him," He smirked. "They'll be forced to share his fate."

"Using him as an example. Cliché, but effective…if done properly." Ember looked out the window into the thick cloud of dust around them. "How far are we going into the Sea? Even I've never been here before."

"We're already here." Calamity said as the ship stopped and lowered itself over a jagged canyon amidst the debris ridden fields of the landscape. Below them was a jagged opening of a chasm that went deep into the planet. It probably wasn't as deep as the Sonic Canyons, but this came pretty close.

Calamity opened the hatch and gazed out into the chasm. He had been here once, after he lost everything to the Senate in their purge to eradicate the "filth" that continued to plague the outlands. The Sea of Rust, where navigational instruments went haywire from the magnetic fields, with debris from ships and long lost temples and fortresses littered the ground, and the air was continuously filled with dust and rusted metal shavings. This was the true no man's land, and down there was another world entirely. The underworld of old that sent fear into the hearts of many.

"And so begins a new tale," Calamity said to Megatron as he carried him to the hatch. "The Fall of Megatron, and his descent into hell."

Megatron coughed and gave a raspy groan as his eyes flickered back online. He looked around before focusing on Calamity. "Cal-Calamity…where…"

"Farewell, Megatron. Give my regards to Mortilus for me."

"No…I still…function…" Megatron wheezed.

Calamity smirked. "Not for long."

With a mighty heave, Calamity threw Megatron out of the ship and watched him fall into the chasm below. Megatron fell for what seemed like forever before his body was taken by gravity, and vanished in the sand storm that ravaged the area. Megatron was now the newest prisoner of the fabled underworld.

XXXXXX

"Well, the Convocation's up and running." Optimus said wearily. He and Torenia walked down one of Metroplex's pristine blue halls (the titan was very thorough in self-cleaning) toward his quarters after the sub-par first meeting of the Convocation. Between Dai Atlas' comments and the minor squabbles between faction leaders, Optimus had to keep himself from feeling like a damn fool for even considering this idea in the first place. "All things considered, it could have gone a lot worse."

"There's always tomorrow, Optimus." Torenia sighed. "Atlas as a lot of nerve criticizing your position. He's the last person to talk considering his so-called Circle of Light didn't lift a finger to help during the Uprising."

"Don't overheat over this, Torenia. You're better than that." Optimus said. "Antagonizing him will only make our relationship with him worse."

Torenia frowned and lightly tapped his head with two fingers. "Don't scold me like I'm a protoforms, Optimus. You may be Prime, but that doesn't mean I still can't give you a good whooping."

Optimus would've smiled if he could. Torenia always had a soft spot for him after the strange events of his birth. A quake caused by tectonic plates smashing together near the Iacon/Rodion border had caused Torenia to fall into a small gorge. While trapped down there, she came upon a small hot spot carrying a single bright green Spark already in the process of merging with the sentio metallico around it.

Torenia didn't go into specifics, but Optimus knew she watched a Spark perform its own deep coding before even being harvested, and coalesced into a protoforms. A protoforms she helped nurture and protect until she was rescued by the Iaconian militia. It was thanks to Alpha Trion that Orion Pax was given top quality service in his maturation period and was able to join the law enforcement caste.

An outsider would see their relationship as one between a mother and son. Optimus would be hard-pressed deny that claim-Torenia developed borderline maternal instincts when it came to him.

"I believe Dai Atlas will come around." He told her as they stopped in front of his door. "We just need to prove him that we can keep the peace."

"Starting with our meetings." Torenia sighed. "Just don't give him too much room to question your decisions. The people need a leader who can keep his house in check, not someone who allows his councilors to talk smack about him."

Optimus raised an eyebrow. "Talk smack?"

"I can speak like you young bots too." She crossed her arms. "I'm not that old."

Optimus chuckled. "I will see you, tomorrow, Torenia."

She smiled and said goodbye as he opened the door to his quarters, stretching his weary gears with a tired sigh. He got as far as his study when he noticed someone sitting at his desk.

"Long day at the office?"

"Who-?" Optimus turned to his desk and saw a familiar face smiling at him. "Alpha Trion!"

"It is good to see you, my friend. Excuse me for the intrusion, but since I rarely see you or Elita-1 anymore, I decided to come visit you for a change?" Alpha Trion smiled.

Optimus refrained from asking how Alpha Trion got in without being noticed (knowing that he'd only get a cryptic answer in return) and sat across the Archivist. It was comforting in a way, reminding him of easier times when he'd visit Trion for guidance or just to talk. "I'm sorry. Thing have been…lively over the past few months."

"I can see that. And I have been watching your activities with great interest." Alpha Trion said. "For someone forged primarily for combat, you seem to be holding your own in the equally treacherous political arena."

"That's debatable. You should've seen how the first Convocation meeting went. I doubt you'd be saying that now." Optimus said. He looked down at his chest, where he had the Matrix stored in his chest cavity. "When I first touched the Matrix, I felt such…surety. Since then, it's…influence has quieted. I'm left to rely on my own instincts."

"And do they not serve you well?" The Archivist asked. "Building the Convocation to share factional authority was a very clever tactic."

"Still, I thought overthrowing the Decepticons would be the hard part-that once people had won their freedom, they'd choose to stand united." Optimus replied.

"That's a sad fact of life, Optimus. Even in times of unity, it's mainly out of self preservation or interests that force people to unite against a common threat. We were once like that too. You must help them see beyond their divisions, Optimus." Alpha Trion tapped his stylus on his tome, which Optimus just noticed was sitting on the desk. "And as for your unspoken question-whether or not you are worthy to carry the Matrix…that is something you must answer for yourself."

The old mech leaned forward to stare directly into Prime's eyes. "But you must know that it will not always aid you with every problem. It is not all-seeing, it cannot give you the answers to everything. The Matrix is a powerful relic, but do not rely on it. It is an enhancement, not a crutch. Keep that in mind."

Optimus nodded, though he wondered how Alpha Trion knew so much about how the Matrix worked. He thought it off as knowledge gleaned from the many mega-cycles he spent in the Hall of Records, but a faint tingling in his chest told him that something was different about the Archivist…something he never noticed as Orion Pax.

XXXXXX

Megatron didn't know how far he fell into the abyss. He was barely conscious when Calamity dropped him from the ship and he couldn't see a damn thing thanks to the sand and dust in the air. All he knew is that he felt like he fell forever before landing hard on something hard. It took at least an hour for his systems to reboot and his body to stop aching enough to be able to move.

It took some visible effort to get to his feet, debris falling off his form as he appraised his surroundings. He was at the bottom of a deep canyon, miles below the surface with absolutely no way of climbing back up. The rocky walls of the canyon seemingly went up for miles above him, and the floor of the canyon was layered with blackened rock and metal. He was so deep underground that he couldn't even hear the fierce winds of the Sea of Rust.

"When I find you, Calamity," Megatron vowed. "I'm going to make you wish you never heard my name!"

There were numerous tunnels that honeycombed the inner layers of the planet, but they numbered close to a thousand at best, and could lead anywhere that wasn't up. Megatron wasn't going to sit around thinking of his next plan for the next mega-cycle; he was going to pick one and hope the tunnel was still going up two hours down the line.

"Hmm?" Megatron looked at the moving shadows in the darkest parts of the canyon that stood a good distance from him.

They were mechanoids like him, but they looked like they were rusting at the seams, their armor open and warped, their endoskeletons partially exposed. They all looked at him like he was their next meal, brandishing energo-weapons like axes and maces. Megatron could see the greed and hunger in their eyes. Bandits, degenerates of the lowest order.

"Bounty from the heavens. Feast for kings." The leader, a large mech with spiked armor and a broadsword in hand said. "Fell from the sky on flightless wings."

'So that's how it's going to go.' Megatron thought. He had no weapons, no sword or fusion cannon. Just his bare hands and his mind; powerful weapons in their own right. He grinned savagely and clenched his fists. "Let's get to it."

XXXXXX

It was rainy heavily in the city of Ultirex, which only increased the depressing mood of the Rust Bucket, a small bar in one of the seedier areas of the city. Slag and Swoop were huddled in the bar of the bar, away from greedy eyes as they drank their worries away.

"God I hate this place." Slag grumbled.

"You every place we go to." Swoop sighed, twirling the swirly straw in his glass. "Hell, you even hate McAdams."

"And for good reason, too! That smug bastard thinks he's so hot with that stupid mustache on his ugly mug. I'll get him back for tossing me out." Slag said and took a hard swig of his drink. "I bet it's not even real."

"Don't start, Slug," Swoop sighed. "I'm not drunk enough for your stupidity."

"I'm Slag, not Slug, you drunk bastard." Slag said. "And yes, you're drunk enough."

"Oh…really?"

"Yes. Really."

"Huh." Swoop said. "I'm not drunk enough to brush that remark off. Bottom's up!"

"Hold the drinks you two." Grimlock walked over to the table and squeezed himself into a grossly undersized chair between his two teammates. "I got a lead on a job that could pay out, but it's definitely higher profile than our usual work."

"More work, yippee." Swoop groaned.

"What does it matter if we get busted, Swoop? Prison ain't so bad. It's not like this is living. Is it, Grimlock?" Slag said scathingly to his leader. "Yeah, your leadership's coming up short lately. Got us huffin' around, place to place-barely enough Shanix to scrape by. Sometimes, boss, I think you like it this way."

Grimlock's hand shot up in the blink of an eye and grabbed Slag by the neck, leaning forward with a rumbling growl. "You wanna push me, Slag? You really wanna push me?"

Seeing steam rise from Grimlock's face plate, Swoop quickly intervened. "Damn it, will you two knock it off? Did you both forget what happens when we lose control and change mode? Pull it together!"

Grimlock and Slag backed away from each other, fighting down their bestial instincts to rip into each other like savage beasts. Swoop glared at them both and sat back down.

"Like I said, I got a high-profile lead to chase down." Grimlock said. "Beats killing each other, right?"

"What's the job?" Swoop asked.

"Refinery heist. Given the big energon shortage, buyers' paying triple scale. What do you say?"

Swoop and Slag shared a glance before nodding. Grimlock's face plate retracted, revealing a grinning, lipless mouth of sharp teeth. "Contact Sludge and Snarl. We're back in business."

XXXXXX

Even when nothing else remains but ash and rust, there are always those who are willing to fight. Those who think themselves strong. Who think themselves…savage. Megatron liked to see himself as above those individuals. He didn't think of himself as strong…he _was_ strong.

The fight against the bandits was less of a fight and more of a massacre. They all came at him at once; some with weapons, others with just their bare hands. Megatron threw the first punch, smashing a mech's face to scrap. A kick caved another's face in. Two jumped on his back and tried to wrestle him down, but he shook them off and tore them to pieces with his bare hands. His punches tore off large chunks of armor and steel bones, but they still kept coming. Even Megatron had to marvel at how many still tried to fight despite their grievous wounds.

'It says something when these half dead outcasts have better motivation than half of my damn army.' Megatron thought as he shoved his hand through a femme's chest and tore out her innards.

He heard the grinding sound of an engine and felt the agonizing pain of a chainsaw tearing through his right shoulder, severing his arm at the joint. Howling, Megatron crushed the head of the offender wielding mech and used his corpse as a battering ram to smash apart the other bandits. Spewing sparks and energon from his missing arm, Megatron glared at the other bandits, who were retreating when they saw he was no easy prey.

"Come at me!" Megatron roared at the field of corpses before him. "Is this the best you can offer, Rust Sea? Pathetic!" He picked up a body and crushed it in his hand, staining his ravaged form with fluids and energon. "I am Megatron! I…am…supreme…"

Megatron fell to his knees and passed out from severe energon loss, falling face first into the gore covered ground. From a vantage point, he looked no different from the other corpses.

XXXXXX

Energon was a precious resource on Cybertron, and one that wasn't infinite, despite what people may believe. The planet provides, but it can only provide so much. Thanks to Nova expansion project, along with the population spike from the Spark splicing program, energon supplies quickly dwindled and the Rust Plague only made things worse.

Centuries went by and the energon crisis didn't seem to be getting any better. Small scale refineries would process energon from mines that have either gone dry or were low in energon, and people were forced to go deeper to mine the raw crystals, often running into the dangerous beasts that lived in the underground. With the Decepticon bombings and Zeta's bout of madness with the vamparc weapons draining massive amounts of energon within just a few hours, things were becoming dire for the increasingly desperate people of Cybertron.

The Toraxxis Mega-Refinery was the last place on Cybertron producing massive amounts of energon, processing fuel from the only major deposit of energon from the planet itself. it was a godsend that Zeta hadn't drained the refinery like she did the northwestern region. With energon becoming a rare commodity, thousands would literally kill for it. Which was something the Dynobots were relying on to get them the payday they need.

Slag watched the refinery from the roof, having been dropped there by Swoop earlier. "It's just like we figured, boss. No drone sentries in sight, but cuttin' through that permacrete wall's gonna take time we don't have."

" _Sit tight, Slag. Wreckin ball's inbound_!" Grimlock said. " _Swoop_!"

"Dropping him now, Grimlock!" Swoop flew over the refinery, holding onto Sludge's large form in his talons. "Ready, Sludge?"

"Ready." Sludge grinned.

"Bomb's away!"

Swoop dropped his payload and Sludge fell like a comet towards the roof. With practiced ease, he crashed through the roof and landed hard on the floor, shooting the sentry drones inside before they could muster up a counterattack. Slag dropped in after him and helped his comrade eliminate their resistance.

"Get it in gear, Sludge!" Slag yelled. "This ain't no break time!"

"…Give you break time." Sludge grumbled.

"Grimlock, we're in. encountering moderate resistance." Slag reported, slashing a drone in half with his flaming sword. "Where's Snarl with that tanker?"

" _You stick to the plan! I'll worry about Snarl!"_ Grimlock said harshly.

Slag scowled and hung up. "Whatever you say, boss."

XXXXXX

Things were tense in the Decepticon stronghold of Kokular. Megatron's disappearance had taken the wind from the Decepticons' sails as everyone ran around like headless Turbofoxes searching for their lost leader. Everyone wanted to blame the Autobots for such trickery, but when no signs of Megatron being in the Convocation's custody popped up, they were once again left in the dark about what to do. Military action against the Autobots was put halted, raids on energon depots were put on hold and security along the borderlines of the Badlands tripled to make sure no one got in or out.

Nightshade had to put the Decepticon-controlled states under martial law to ensure no riots broke out. The last thing she needed was the Decepticons breaking down under pressure from this sudden change in circumstances. As Megatron's first lieutenant, command over the Decepticons fell to her in his absence, and she struggled to maintain order while trying to keep herself calm. The last time she had overall command of anything larger than a small unit, people died under her watch, and she didn't want to go through that pain again.

"You haven't detected any hidden convoys or ships trying to sneak out of the Badlands?" Nightshade asked Soundwave in the privacy of the fortress's command center.

"No. I haven't detected any communications regarding Megatron aside from what the enemy knows. Satellites cannot detect his biosignature either. He has simply…fallen off the grid." Soundwave said.

"Frag it all! Where is he?" Nightshade growled. "He couldn't have just up and left us. If anything happened to him, you would've heard it."

"You know my powers are limited, Nightshade. Unless I am in close proximity to Megatron's location, I am unable to sense him…unless I switch off my inhibitor."

Soundwave's powers, which were enhanced senses, enabled him to hear, smell, feel and see greater than the average cybertronian, but his powers were initially uncontrollable until Nightshade managed to have a inhibitor chip made to regulate his formerly uncontrollable powers. He could focus his abilities now, more so than when he was going on pure force of will alone, but he was very hesitant to switch the inhibitor off.

"We're not resorting to that. Not yet, anyway." She muttered. "Have the Stunticons comb Ky-Alexia for any suspicious sea vessels-"

"Nightshade, we have a problem!" Knockout yelled as he ran into the room.

"For heaven's sake, Knockout, if this is another tirade about Barricade scratching you finish…" Nightshade scowled.

"No, no, it's not that! It's Calamity," Knockout said, gaining her attention. "The guy's out there right now and he's declared that he defeated Megatron."

"He said what?!" Nightshade roared.

"Yeah, he's holding a meet n' greet right now in the courtyard. The guy's calling himself the new Decepticon leader right now." At this point, Nightshade had stopped listening and marched past Knockout to confront Calamity with Soundwave following her. "Oh, this is going to end badly."

Meanwhile, Calamity stood before the entirety of the Decepticon forces just outside of Kokular. Everyone watched as he announced a startling piece of news that took everyone by surprise-Megatron's demise.

"Decepticons, your once great leader Megatron has fallen. I have faced him in open combat and bested him with my own hand! Though this leaves you all without a leader, I, Calamity of Polyhex, shall lead you to victory!" Calamity declared. "Megatron's vision of "unification through control" was unprecedented, but he himself lacked the discipline to bring it to fruition. We already paid the heavy cost of his pride in Iacon, but I will succeed where he has failed."

"You say that you killed lord Megatron, but where is his body?" Lugnut snarled.

"I tossed the despot's body into the Sea of Rust for the ravagers and scraplets to have. As for proof," Calamity opened up the case he was carrying and pulled out a sleek, black fusion cannon that was scarred and burnt. "Does this satisfy your curiosity?"

"Oh, that's bad." Swindle winced.

"How…how the hell did he get that?" Thrust muttered.

"What do you think? By snuffing Megatron." Dirge grumbled.

"Any of you still loyal to Megatron are free to seek out his corpse." Calamity smirked. "But know that the Sea of Rust is treacherous to all bots, and death awaits any who go there."

"CALAMITY!"

Calamity was hit in the chest by two missiles that came from the sky. Everyone saw the ebony form of Nightshade's bird mode swoop in and change mid-flight, kicking him in the face. She drew her swords and swung them at his head, only for Calamity to block them with his cleaver.

"You bastard! What did you do with Megatron?" She growled.

"What any good leader would do-eliminate the weakest link." Calamity said.

"You are a fool." Nightshade hissed. "As Megatron's lieutenant I am now the leader of the Decepticons, not you or any other pretender seeking glory!"

"Stupid wench!" He growled. "We Decepticons are ruled by the strongest, and I bested Megatron in one on one combat. By Kaonian creed, I am now leader."

Nightshade growled and raised his swords to impale his Spark, but paused when she heard the growing mutters of the soldiers around her. It wasn't all of them, but she could hear some Cons actually agreeing with Calamity. The Decepticons had an unstable military (if you could officially call them that yet) structure, in which the strong ruled over the weak. One's position could be inherited by force, provided it was done unaided by outside forces. Not exactly a proper way for a promotion, but it was enough for many Cons to actually start accepting Calamity as their leader. It made her sick.

"Look at you fools, bowing to some nobody with honeyed words. Have you forgotten everything that Megatron has done to cement our right to live as free individuals instead of glorified drones?" She shouted at them. "Megatron has done everything in his power to bring us all together and fight for our future from the Senate's oppression, and you savages want to turn your backs on him?"

"Megatron blew our one best shot at running Iacon!" A two-headed beast snarled, stomping out of the crowd to glare up at Nightshade. "Then he had us sitting on our asses for months while the Autobots cage us into our own territory!"

"Easy for you to say, Hun-Gar. You couldn't even be bothered to fight alongside us." Calamity said. "But I'm sure if you had, you and your Terrorcons would have had the new Prime shaking in his shock absorbers."

"Neither you or Nightshade are fit to rule. One claims he bested Megatron in combat, and the other is Megatron's shadow more content with riding his backside than actually doing anything." Hun-Gar said. "No wonder they don't fear us anymore with slag like you two leading us."

"People, please,' Starscream stepped forward. "Perhaps we should save the snarling and growling for the Autobots-"

One of Hun-Gar's heads snapped at him, making the Seeker jump back. "Shut your face, Starscream or I'll eat you alive!"

"If you two want Megatron so badly, then you're free to find him." Calamity said. "But the Sea of Rust is a horrible place where even the most savage won't survive. But I'm sure you two can make the journey unharmed. Animal instincts and all that."

Nightshade shoved one of her swords in his face. "I will go and find Megatron, pretender. And neither you nor Hun-Gar can stop me. But Calamity, once we get back-we'll give you something to really be afraid of."

Calamity smirked. "I'm positively shaking in anticipation."

XXXXXX

Megatron didn't know how long he was unconscious, he when he woke back up, he knew he had to something to repair himself getting an infected wound. Thankfully, the bandits were just full of the scrap he needed.

He scavenged the corpses of the bandits and took an arm off one of the larger ones, and found an arc welder from another. The arm he took was almost as long as his body, with a hand tipped with wickedly sharp claws, reaching to his knee. Then he began a long and painful operation to attach the arm to his body. He had to rely on his body's natural conversion biology to fully assimilate the arm for the neural pathways to form and his give him full range of motion. It took an hour and a half given his injuries but he was ultimately successful in his operation.

He slowly got to his feet and swung his new arm a couple of times, pleased at its intimidating appearance and its natural lethality, though he wouldn't be able to transform with it. Snatching up a cloak from another dead bandit, he wrapped it around his body to protect himself from the stinging sandstorm. Looking at the massive rock wall before him, Megatron raised his new arm and dug his claws into the rough stone and metal, and began to climb.

Like a specter from the infernal depths, Megatron rose from the canyon after a long climb and stood tall as he scanned the barren, desolate land before him. Miles of rusted, twisted metal and odd looking formations that looked to be formed from magma and superheated metal welded together by the planet itself.

It was time to show the denizens of the Sea of Rust what hell really was.

XXXXXX

"These damn drones keep coming!" Slag growled, taking cover behind a pillar with Sludge as the security drones unleashed a barrage of pulse blasts at them.

"They're networked," Sludge said. "But it's a short range pulse."

"Then whoever's controllin' them must be nearby." Slag hissed as a bot grazed his back armor. "We better find him fast! There's more drones movin' in on our left!"

Sludge ran past Slag and transformed into his beast mode, quickly mowing down the incoming drones with his long neck. His size alone destroyed over a dozen drones, but more came and swarmed him. Pulse blasts hit his thick armor, and it was only a matter of time before they started causing serious damage.

"There's no need to seek me out." The drone master said apathetically, looking down at the intruders from a hover platform. "And there's nowhere left for you to hide. The drone's respond to my commands-and I have many, many more. You are impossibly outnumbered. You three miscreants might as well-"

A flaming sword tore through his chest from behind, incinerating his innards. Grimlock pulled the sword out and smacked the drone master aside. "Who said anything about three?"

"The drones are deactivating!" Slag breathed a sigh in relief. "Cuttin' it a bit close there, boss."

"Heh. Cut." Sludge chuckled.

"Don't hurt yourself, Sludge." Slag said. "Boss, Snarl's still running late with our tanker. What now?"

"What now is we hunker down and prep for a long night." Grimlock said, stabbing his sword into the ground and looking around at the tanks of energon. "We got fuel to steal."

It would be another hour before Snarl arrived with the tanker and Swoop. The duo was held up when a particularly dedicated police officer chased them through the next city over. It was only thanks to Swoop's quick thinking they avoided arrest.

"This tanker's at capacity." Sludge said as he finished filling the tanker up with precious, light blue liquid energon. He stared at the life giving fuel longingly and sighed. "You know, we could pull over a million Shanix for all this energon, Slag."

"You imagine if we were criminals?" Slag grinned. "We could live like kings from this score."

"Yeah, we'd have made it, right?"

"Except that we wouldn't. We're ticking time bombs, every one of us." Swoop said sternly. "We gotta earn what we can and get off this planet before we snap and do some serious damage."

"I feel the rage just like you, Swoop!" Slag snapped. "I don't need a damn lecture."

"What's with all the chatter?" Grimlock yelled, stomping towards the four. "We got two more tankers to fill before dawn and the auto-defenses recycle! There's no time for this!"

"Blow it out your gasket, Grimlock. We're moving as fast as we can! It's not like you're lifting a damn finger to help us!" Slag growled, glaring up at his leader. "You got us into this damn mess in the first place, but you lord over us like you're above it all. You pip the fuel-I'm out!"

Slag pushed past Grimlock and marched away. The Dynobot leader watched him walk away with an annoyed expression and a little smidge of guilt before grunting. "Forget him."

"Come on, Grimlock, he's one of us! We gotta stick together." Swoop said. "Right now, the only thing we have left is each other."

Grimlock said nothing as he got to work on lifting the massive energon containers over to the next tanker.

XXXXXX

Megatron quickly learned that the Sea of Rust's weather patterns were just as erratic and deadly as the landscape. Instead of regular rain, the corrupted sky dispensed ionized acid rain randomly. The raindrops burn through his armor plating with little resistance, and all it needed to do was downpour on him to aggravate his already serious injuries. Megatron didn't want a simple rainfall to slow him down, but with his injuries repairing slowly due to lack of energon, he didn't need acid rain reopening his wounds. With no other options, he was forced to take cover in a nearby bayou until the weather calmed down.

The bayou was just as toxic as the rest of the Rust Sea, but instead of liquid water it had cracked, dry ground with towering crystalline growths formed from energon particles solidifying due to evaporation. If the sun was out, it would've made for a beautiful sight, but the dark purple storm clouds made the crystal forest menacing instead. Megatron cautiously walked deeper into the forest, glancing around for any dangerous wildlife that might attack him. It was dark, and his only source of light was the periodic lightning flashes in the sky above.

" **Come wanderer,"** A voice said from the growths. **"Step into the darkness."**

"Who's there?" Megatron yelled, stepping deeper into the voice's direction. "Show yourself!"

" **You've come, borne upon the winds of the storm, wanderer…to this very moment."**

Megatron followed the voice into what looked like the remains of a ship that was completely torn apart by the energon growths. Pieces of the ship's infrastructure were scattered everywhere, and under the remains of the main hull was a figure trapped inside. It was a femme-she looked almost as ravaged as the bandits he killed two days ago, but she had six arms trapped in crystal and a lithe frame littered with scars. But her face…her face was akin to a demon's mask; her mouth had no lips, only a grinning set of needle sharp teeth, and her eyes were burnt orange with no optic lens.

"Who…what are you?" Megatron asked.

" **An exile, like yourself. A queen without a throne. I am called Ashling."** She said, her face fixed forward by her crystal prison, unable to move anything except her eyes. " **I am a scientist and an avid researcher of the dark arts, and what you see around you is the result of my latest work. Experimenting with energon in this volatile environment caused a violent reaction that tore apart my ship and encased me in this prison. I've been trapped here for deca-cycles, doomed to starve and face shutdown. But the darkness…it told me you would come."**

"Come?" Megatron rolled his eyes. "My only concern is finding a way out of this damned land. There must be some spaceport I could reach."

" **The Hydrax Plateau lies at the center of this land, at the eye of the storm. Its home to the planet's largest spaceport, and I am certain a mech of your…strength will have no problem commandeering a ship."** Ashling said. **"But beware, for you must past through uncharted territory. Large swaths of land belong to creatures not found anywhere else on Cybertron. They won't take you waltzing into their territory unannounced."**

Megatron looked at Ashling warily. She had the same tribal markings as the bandits, but most of them were scratched out. She must have been a member of one of the tribes before she did something to warrant an exile. "How do you know this?"

" **My ship's topographical schematics. I've had little else to occupy my mind for the past decades, so I memorized every peak and crag of this wasteland. I've spied the comings and goings of the changing world from afar."**

"There have been others? Travelers with ships?"

" **Very few."**

Megatron frowned. "Why would anyone want to venture into this god forsaken place?"

" **To hunt, of course. To be tested."** Ashling answered. **"Everything about the Sea of Rust is cruel and unmerciful. It is a place of terrible purity, where the strong and unmerciful can survive. You must face this challenge…or be devoured by it."**

Megatron stared at Ashling for a moment before reaching forward and slamming his new fist into the crystal. One hit was enough to shatter the surprisingly brittle structure and Ashling fell to her knees as she was set free. This puzzled Ashling, who wasn't expecting a stranger to help her.

" **You're freeing me?"** She asked. **"You would show mercy to a stranger?"**

"Come now, friend, I have need of your knowledge of this place." Megatron held up a chain. "As such, you will guide me to the Hydrax Plateau…as my slave."

XXXXXX

Starscream watched Astrotrain take Nightshade and her small team into the sky towards the Sea of Rust with a sour look on his face. The Terrorcons had taken a different shuttle to reach the same location, and it didn't take a genius to know that the two teams would come to blows in that wasteland and he wanted no part in it. He walked away from the window and approached Calamity, who was looking at a few maps of Cybertron's western hemisphere.

'Megatron is gone and now an even worse savage is in his place.' Starscream thought. 'Primus must be laughing at me.'

"Your pretty speeches will only keep the rank and file dazzled for so long, Calamity." He said. "Sooner or later, you'll be faced to back up your talk with really action."

"I do so value your insight, Starscream." Calamity said sarcastically. "I can't imagine why Megatron kept you at arm's length."

Starscream crossed his arms. "He never had a trust for politicians. And I'd watch yourself if I were you. A good deal of those Cons are still loyal to Megatron, and by extension, Nightshade."

"And you?" Calamity stared at the Seeker, who smirked.

"I'm still on the fence."

"For all your bluster, I can agree with your assessment. The time has come to strike. Soundwave reports that the new Prime has formed a Convocation of various faction leaders." He shook his head. "As usual, they can't agree on the color of engine grime, but the one initiative they do value is immediate reestablishment of power and civil services to the Torus States."

"That's laughable given the energon shortage. Zeta's vamparc weapons drained Iacon's emergency reserves." Starscream frowned as he thought of something. "Where's the Prime think he's going to get the power?"

"That's the question, exactly. And the answer is this-the Toraxxis Mega-Refinery." Calamity pointed his sword at the holo-image of the giant structure. "It's remote, lightly defended-and puts out nearly eight thousand megaliters of refined energon per production cycle. It's perfect for us."

"This isn't just about stealing energon." Starscream noted. Calamity nodded.

"Very observant. The fuels is useful to us, certainly, but once we've thrown the global energon production into chaos, Prime's new Convocation will tear itself apart over the scraps."

"And without the factions backing them…the Autobots will be easy prey." Starscream was grinning now.

"And then Cybertron will be ours," Calamity said. "Under my banner!"

XXXXXX

Optimus ducked under a punch from a drone and grabbed its arm to throw it into the wall. He punched another drone in the face and wrapped his legs around its body to bring it to the ground in a submission lock.

"Fitting you would request to meet me here in the sparring chamber, Optimus." Dai Atlas said as he entered the room. "Though I've often wondered whether your moral high ground is still visible through the red haze of combat."

Optimus did a flip and sent the drone flying. Once the training sequence ended he gave Dai Atlas his full attention. "Just trying to keep my edge, Atlas. I think it's important that we talk-that we understand each other."

"So you say." He replied.

"Atlas, I am not a tyrant like Zeta-and you know it's harder to keep the peace than fight a war." Optimus said, and a hard look came to his eyes. "But I will fight to protect our people to do that. I need soldiers, and I need them now to keep the Decepticons from expanding into the surrounding territories in the Torus States. I need recruits with integrity and character-people that you and your Circle of Light can reach."

"I won't send my followers to die for the sake of your crusade."

"You think I want to fight a war after losing so much to the Functionists? I've lost my fair share of friends before and after the Uprising, my entire life was uprooted by Sentinel and Steelheart, and I lost any chance of getting it back. I'm trying to level with you here, Atlas. I need your help to keep the planet from tearing itself apart." Optimus had to try hard to keep his voice low and calm. "The Decepticons want to turn Cybertron into an empire. What do you think they'd do once they remake society in their image? They'll assert their dominance over other worlds, declare war on others races in a show of force to cow the organics into submission. They could care less about your pacifism, for they'll see it as a weakness and tear you apart like hungry predators."

"Pacifism?" Dai Atlas narrowed his eyes. The second round of the training sequence began and three drones approached them. He summoned two beam sabers from his wrists and spun around, cutting all three of them in half in a single circular slash. He deactivated his sabers and glared at Optimus.

"You truly wish to understand me, Optimus?" He spat. "I am…familiar with combat. I have seen firsthand the terrible cost of unrestrained hatred. Violence begets only violence. What you call pacifism…I call patriotism."

XXXXXX

It took all night for the Dynobots to finish filling the tankers with energon. Snarl breathed a sigh of relief as he unplugged the suction tub from the dispenser.

"That's the last of it. Time to haul these tankers out of here." He said. Swoop held up a hand.

"Wait up. We can't leave without Slag."

"You saw how angry he was, Swoop. He'll turn up later after he blows off some steam." Snarl said.

They quickly loaded up the last of their cargo and were about to head out when they heard the distant screech of jet engines in the sky. Snarl and Swoop looked up and saw a whole squadron of Decepticon Seekers approaching from the direction of the rising sun, with Calamity leading the charge.

"Frag me sideways." Swoop groaned.

"Boss, you better get down here, now!" Snarl called out.

The Seeker flew in formation around a large dark purple bomber-one of their heavy hitters. Starscream flew close to the bomber. "Tankor, move in and get the energon! Seekers, cover him and secure the area!"

"Roger that, Starscream!" Tankor said.

The coneheads-Thrust, Dirge and Ramjet-transformed and landed on the ground and started firing their cannons. Starscream, Slipstream and a few others fired two proton missiles each. The area soon became a field of explosions, too much for Swoop and Snarl to handle alone. Grimlock ran outside and was beset upon by a barrage of laser fire hitting his tough armor.

"What the hell is going-no, no way you're stealing our score!" Grimlock roared. "Dynobots, form up on me! We're falling back to the nearest comm array!"

"What?" Snarl blinked. "We gotta get out of here before they blow us to kingdom come!"

"Too late for that. I need to make a call."

Grimlock ran back into the building and headed towards the nearest comm terminal. He entered a special code into the keypad that a select few knew about and sent it. Behind him, Swoop and Snarl were being pushed back by the heavy fire.

"Boss, we could use some help over here!" Snarl yelled.

"Just keep covering me." Grimlock said.

Snarl shook his head and grumbled about "big, dumb idiots" and kept shooting his guns. Sludge ran out of the adjoining hall and used his bulk to take on most of the incoming fire while holding the Seekers back with devastating bursts from his seismic cannon.

"Hey, you recognize these guys?" Dirge asked his partner.

"Whatever, they're dumber than they look if they're trying to stop us from getting what we want."

Thrust's chuckles turned into a choked scream as Slag leapt down on top of them, cutting burning gashes into their chests with his swords.

"You want some, Cons?" He smirked. He threw one of his swords and impaled Sunstorm in the chest.

"Nice work, Slag." Grimlock said.

Slag shrugged. "Yeah, well…got bored."

Grimlock chuckled, inwardly glad to have Slag back. "Heh. Figured."

Calamity transformed and landed on the ground, drawing his sword from his back. He looked upon the Dynobots and grinned. "Grimlock and the Dynobots, I should have known. From pit fighters to common street thugs, how the mighty have fallen. The cycles have not been kind."

"Says the cog sucker licking scraps off the floor in Simfur." Slag growled.

"You should have run when you had the chance." Calamity said.

"Hmph." Grimlock stomped forward until he and Calamity were standing face to face…figuratively. "But then we would've missed seeing you bozos get your tailpipes kicked in."

"You can't be serious." Calamity scoffed. "Your little squad is in no condition to-"

"Not us, the Autobots." Grimlock pointed to the sky at a shape rapidly approaching in the distance. "See, you wrecked our score, so I triggered the alarm. Figured I'd let them return the favor."

Calamity spun around and his enraged curses were drowned out by Sky Lynx's thunderous roars. The Autobots were here.

* * *

 **This chapter took way too long to finish. I didn't think it was that long when I wrote it down. Anyway, here's the first chapter of part two and the introduction of Calamity, who I based off of TLK Megatron (because that form is badass). Optimus meets some opposition from Dai Atlas, and he won't be so passive in the face of Atlas's "patriotism" as he was in the comics. Megatron is strained in the Sea of Rust and must fight through its horrors with the insane Ashling as his only companion, and the Dynobots try to escape the thug life and constantly fail. Be sure to check out my website for this series, Transformers Titan on Wordpress. Link is on my Archive of Our Own profile, Saya444, where you will find updated bios and a revised book 1 (updates are slow as I'm remaking the Titan series from the ground up to better fit my new and improved writing style) and please spread the word about it to others. After part two is finished, stay tuned for a some special one shots that takes place between Escalation and Devastation. A lot of things are coming this summer, along with that awesome looking Unicron miniseries that's finishing off the IDW continuity. Also, I'm thinking on changing the name of this story, what do you guys think this story should be: Defiance or Descent? Give me the answer in the reviews, please. Thanks for the support and please leave a review.**


	8. Rage

Chapter 8-Rage

Sky Lynx landed on the ground and the Autobots-with Dai Atlas-rushed out into the open and started firing upon the surprised Decepticons. Optimus was leading the charge himself as he addressed the Decepticons.

"Decepticons! Lay down your arms and prepare to be taken into custody." Optimus declared.

"Unbelievable." Calamity gaped. He growled when a missile hit his shoulder and fired his fusion cannon at Ironhide, hitting him in the chest.

"So long, Calamity. Give my regards to the new Prime." Grimlock said and quickly ran back to the refinery with Snarl to rejoin the others. Calamity tried to give chase, but was occupied by the attacking Autobots.

"We're not done here, Grimlock!" Calamity roared.

"If he's smart, he'll let it go." Grimlock said. "Dynobots, fall back to the refiner!"

"What about the Autobots?" Snarl asked. "Shouldn't we-"

"This ain't our fight. Never was." Grimlock grunted as they kept running. "They can all blow each other to hell for all I care. Now move!"

Calamity gave an enraged shout at the retreating Dynobots as they disappeared into the refinery. "Starscream, hold the Autobots there with your Seekers until Tankor's done fueling!"

Starscream glared down at him. "Wait, where do you think you're going? Those Dynobot's aren't worth-"

Calamity grabbed Starscream's arm and dragged him down till they were face to face. "It's time you understood, Starscream-no one crosses Calamity!"

Pushing Starscream away, he jumped up and transformed to jet mode, flying into the refinery with trails of exhaust in his wake. Ironhide saw him leave and reported it to Optimus.

"Calamity's making a break for it, boss. We pursuin'?" He asked.

"I'll take care of him, Ironhide." Optimus said. "Your job is to secure the refinery. Anyone not wearing our badge trying to leave this airspace is to be brought back down with lethal force."

Ironhide grinned. "Will do, Prime."

"Well, Atlas," Optimus' tone was almost condescending as he addressed Dai Atlas. "Care to help me apprehend the world's most wanted terrorists?"

"I'm only here to observe, Optimus," Dai Atlas said. "To see the terrible cost of your war."

"Good to know you have your priorities straight. But if you're not going to help," Optimus charged up his barrage cannon. "Stay out of my way."

XXXXXX

The sounds of the chaotic battle outside became fainter as the Dynobots went deeper into the massive refinery. Snarl glanced back and spotted multiple heat signatures following them.

"I'm tracking multiple hostiles, Grimlock. Autobot and Decepticon! We need to get out of here now!" Snarl said.

"Not yet." Grimlock said.

Swoop looked around. The hall was dark and had no working lights, not that there were any in the first place. All he could see in the darkness were the glowing blue pipes pumping liquid nitrogen throughout the facility to regulate the refinery's temperature. "Grimlock, where are we going?"

"Into the belly of the beast." Grimlock answered cryptically.

"You better have a damn good reason for taking us here, Grimlock." Slag growled. "I'm getting sick and tired of running from these bozos."

"We're not running from them, Slag," Grimlock said. "We're drawing them in."

They went down another corner when the wall next to them was blasted apart and Blitzwing rolled through the hole in his tank mode. Calamity and Soundwave followed him, weapons drawn and charged.

"End of the line, Dynobots." Calamity growled. His armor was burnt and damaged from the fierce fighting that had taken place outside. He took a few good hits from Ironhide in his attempt to blast his way into the refinery and he was mad. "Blitzwing, you may fire at will."

"My pleasure, boss." Blitzwing said.

"Hiding behind you big guns, Calamity? You've lost your bearings since our arena days." Grimlock chortled, taking out his own sword. "You want me dead…you're gonna have to earn it."

"Gladly."

Without further discussion, they roared and charged at each other, clashing in the dark hall in a storm of teeth, claws, swords and fire.

XXXXXX

Megatron and his new friend, Ashling, walked for miles under the unrelenting glare of the hot sun and sting of high speed sand particles hitting their bodies. Megatron was unable to transform due to his new appendage, and Ashling was too damaged to properly take on alt mode. After walking for what seemed like an eternity, they came upon the entrance to a large canyon that seemed to be made of blackened, galvanized metal. It was clear of the sandstorm assaulting them, though Ashling seemed to be wary of this place, eying the caves along the upper levels of the canyon with undisguised fear.

" **This is the Ebon Canyons. They go for miles but stand between us and the Hydrax Plateau. We will have to go through them if we want to reach the spaceport. Crossing it will be perilous."** Ashling said. She gave Megatron a coy look. **"Feeling brave, wanderer?"**

"Careful, Ashling," Megatron said, yanking hard on the femme's chain. "I told you before, I fear nothing."

" **We shall see. The Ebon Canyons are home to some of Cybertron's most savage beasts, among them the Insecticon swarm that rules over this part of the Sea."** Ashling looked up at Megatron. **"I hear that the Insecticons will devour anything in their path. Their hunger cannot be satiated, even by your grand bravado."**

"You'd best hope not. We go in together, and if I die, you die." He growled.

" **Then it seems we are bound to whatever fate awaits us."** She replied.

Megatron grunted and entered the canyon. The howling winds were mild within, but they created an echo off the towering ebony walls of metal and rock that made it hard to really zero in on any sounds. Walking through the bottom of the canyon felt like it took an eternity just to get halfway, and Megatron felt as if something was watching them.

It was when they were almost halfway through the canyon that was when they heard it-the sound of buzzing. Megatron stopped and quickly took out his salvaged weapons, a sword and axe he stole from the bandits earlier. His eyes turned to the caves in the canyon walls and he spotted several red eyes glowing within them. The buzzing grew louder and when the noise became deafening a swarm of purple and black robotic insects burst from the caves in great numbers. Some skittered on spindly legs while others flew on fast beating wings. Megatron and Ashling stood back to back as the Insecticons immediately crawled down the walls and surrounded them.

Megatron could estimate that the swarm before him numbered in the dozens. Far greater than a mere 20 or 30 in numbers, that much he could tell. Many of them looked similar, large arachnid bodies and smooth carapaces with six or eight legs and giant mandibles for cutting through even the toughest material. Most of the Insecticons were in their beast modes, but some were in robot mode-huge, hulking bipedal mechanoids with large limbs and bestial forms. They looked fearsome enough that even Megatron knew it would be a hard won battle that might not end in his favor.

" **Still having second thoughts about coming here, wanderer?"** Ashling questioned.

"Silence, witch!" He snarled.

He waited for the Insecticons to rush them all at once, but after a few minutes, nothing happened. They all stood in a circle growling at them but didn't move any further. Why weren't they moving?

He got his answer when the Insecticons in front of him parted and allowed a taller, lithe black and purple femme to walk to the front. She was certainly a lot bulkier than most of the femmes Megatron met in the past, looking strong and durable and the Insecticons around her were immediately subservient to her.

" **This must be their alpha. All Insecticon hives have an alpha ruling over them, commanding them."** Ashling explained. **"She's the only one here worth speaking to."**

Megatron nodded and turned to the approaching alpha Insecticon. "I am Megatron, leader of the Decepticons and future liberator of Cybertron. Who are you?"

"Sharpshot." The alpha said curtly, studying Megatron's battered form. "And I know who you are, Megatron of Tarn. Whispers of your influence have spread to all corners of Cybertron's underworld. You've finally made things interesting on the surface. The other hives are all abuzz of the surface dwellers' growing war."

"This is no war, this is a revolution. A war is fought between two equal parties, and the Autobots are not my equals." Megatron scowled. Sharpshot's segmented optics gleamed as she slowly circled him and Ashling.

"That's not what the rest of the world is saying." She sang. "Now, I'm guessing you want to pass through here, through my territory, to get to that spaceport all the way back there. Did you think you could do that and not run into me?"

"Spare me the arrogant slag and let's fight." Megatron got into his battle stance. "I have a world to remake."

"Ah, bold words from an exile. Very well then."

Sharpshot kicked off the ground and lunged at Megatron faster than he anticipated. She spun around and lashed out with a kick that caught him in his shoulder and sent him skidding through the ground. Ashling backed away to give them room to fight, though she wisely stayed away from the outer circle of Insecticons. Megatron grunted and stood back up, leaning back to avoid the blindingly fast kick sent at his head that would pulverized his skull.

"Let's dance, warlord! I want to see just what's so special about you!" Sharpshot cackled.

Megatron didn't dare try to taunt her, knowing that any second-late reaction on his part would mean certain death. Sharpshot leapt at him again to strike at his new arm, but he jumped back and swung his axe, managing to score a hit off her left side. Sharpshot hissed and wrapped her legs around his torso, using her naturally stronger servo-motor musculature to fling Megatron into the air. She transformed into her alt mode-a scorpion-before firing a pulse blast that tore into his undamaged shoulder. She leapt up and snatched him in her claws before throwing him back to the ground. Megatron rolled away as she came crashing back down and got to his feet.

Sharpshot was cackling like a witch as she skittered across the ground and shot her stinger forward to impale and poison him. His corpse would make a nice feast for her hive. But to her surprise, Megatron's new arm shot up and grabbed the stinger inches from his chest. He glared bloody murder at her and tightened his grip on her tail.

"Who do you think you are?!" Megatron snarled and heaved. Sharpshot felt her feet leave the ground as Megatron lifted her into the air by her tail and swung her around to slam her back down into the cold, hard rock beneath them. "I AM MEGATRON! DECEPTICON EMPEROR AND LEADER OF THE NEW, FREE CYBERTRON!"

Megatron ran forward and kicked Sharpshot in the face with enough force to actually force her out of her alt mode. Sharpshot reeled back and lashed out with her tail, but he dodged it and grabbed it twisted it backwards and pulled her forward to land a kick to her chest. He pummeled her with devastating blows that weakened her. Megatron didn't relent, even as his joints screamed and ached and energon coated his fists. He was angry, and someone needed to pay for making him angry. How nice of Sharpshot to volunteer to appease his rage.

Ashling watched Megatron's brutal assault on the alpha and noted the growing discontent within the surrounding hive. They were used to seeing their mighty alpha become some outsider's punching bag. She grinned marveling at Megatron's raw, destructive power. He's at his limit and yet he still finds some source from which to draw additional strength far beyond his physical limits such occurrences were rare among organics and even rarer among cybertronians. This mech was certainly interesting.

When he was finally done, Megatron stood over the bloodied, beaten form of the Insecticon alpha. Sharpshot was still alive, but she was in great pain. All she could do was lie on the ground and groan as energon leaked from her wounds. Panting to cool his overheated systems, Megatron knelt down over Sharpshot and whispered to her.

"You…belong to me. You all belong to me, now!" Megatron roared to the entire swarm. "From this day forward, all Insecticons are now under my command, and thus are members of the Decepticon army! I have defeated your alpha, and I will go on to conquer other alphas that dare raise a hand against me. Bow before you new master!"

The Insecticons looked at each other quietly before one by one they got to one knee, bowing their heads. Megatron smirked as they all bowed to him, save for Ashling, who stood grinning at him with mirth. She was both amused and impressed, though he could care less about what she thought of him. Grabbing his weapons, he pointed to Sharpshot.

"Gather up your former alpha-she comes with us." Megatron ordered. "Now, come with me Insecticons-I have a world to conquer."

XXXXXX

It was no secret that Grimlock was a powerful warrior and that he had tons of battlefield experience backing up his already natural fighting skills. That being said, few had seen him actually let loose, as he always held back to conserve energy. Grimlock, for all his ferociousness, knew the dangers of using up too much energy in one fight when you had multiple enemies trying to kill you at once. He learned early on in his life to conserve his energy so he could fight for longer periods of time. One of the only people to have actually seen Grimlock go all out was Slag, back when it was just the two of them and they were fighting off the would-be Functionist Council member Faultline. Since then, Grimlock only really went crazy on an opponent when said enemy was strong enough to fight seriously.

Calamity was one of those enemies. For all his bluster, Calamity definitely had the power to back up his claims. When he and Grimlock clashed among their warring comrades, he was the one to throw the first punch, slamming a fist into Grimlock's face and actually knocking back the larger mech. He hammered Grimlock with a series of powerful punches and followed up with a backhand that sent Grimlock crashing into the wall. Calamity leapt forward and kneed Grimlock in the chest, denting his armor and further burying him into the wall. When he drew his sword, Grimlock punched his chest to knock him off and leapt up at Calamity, retracting is face plate to reveal his teeth and bit into the upper corner of Calamity's head, his teeth digging into the warrior's right eye.

Calamity roared and threw Grimlock off him, energon bleeding from his now missing and ravaged eye socket. Grimlock grinned devilishly before swinging his massive fist and hitting Calamity in the face, throwing him to the ground. Calamity flipped to his feet and snarled, swinging his sword and slicing a deep gash into the Dynobot leader's chest plate. He followed through with a solid punch to the jaw that knocked Grimlock into a power generator.

"You were one of the greatest gladiators we'd ever seen, Grimlock." Calamity fired his fusion cannon into Grimlock's face and ran forward to stab his sword into his shoulder to pin him into the wreckage. "Megatron actually had you marked for greatness. He considered bringing you into the fold to further strengthen his fantasy revolution. So much potential…wasted!"

"You always…" Grimlock grunted, smoke rising from his face. "Talked too much."

He opened his mouth and a stream of white hot flames spewed forth at Calamity. The Con jumped back screaming as his face and chest burned.

"Not so talkative now, are you?" Grimlock jumped up and grabbed Calamity's right arm, ripping it clean off in a gory mess of energon and sparks. "ARE YOU?!"

He grabbed Calamity's head and slammed him into the ground multiple times before Calamity slashed his across the face to make him let go. Calamity groaned in pain, clutching his burning face. The energon leaking from where his eye was bitten out was now burning from the flames making his wound sting.

"What…what are you?" Calamity grunted as he stared at Grimlock in horror. The mech was never this savage in a fight before. And since when did he have a mouth?!

The Dynobot leader was hunched over, his head lightly twitching and muttering barely audible words while smoke rose off his form. His armor panels were shifting slowly, signaling his transformation. The other Dynobots noticed the signs and were quick to act.

"Grimlock's going berserk!" Swoop said. "He's about to transform! We have to stop it!"

"Stop it? Whoa…" Snarl grimaced and clutched his chest as a burning sensation spawned there. "I feel it too, Swoop…can't it hold back."

"No, no, no, no!" Swoop helped Snarl up. "Come on, fight it!"

"KiLl YoU…" Grimlock growled and gave a bestial roar that echoed throughout the entire refinery. He beat his fists against his chest and spat fire from his mouth.

"In the name of Mortilus…what's happening to you?" Calamity muttered in awe and horror.

"Ease down, boss!" Slag and Sludge jumped on Grimlock's back to keep him from transforming. If Grimlock went into beast mode in this state, no one was safe. "You gotta ease down!"

Grimlock roared and threw Slag off, grappling with Sludge to break free. "KILL YOU ALL!"

Before it could escalate further, an ion blast hit Grimlock in the chest and sent him sprawling. Dynobots and Decepticons alike saw Optimus and Dai Atlas walking towards them, weapons out.

"Optimus Prime?" Swoop gaped.

Optimus looked down at Grimlock, who was groaning on the floor. It appeared that he was back in his sane state of mind again, and the ion blast had done little damage aside from a blast mark on his chest.

"I know who you are, Grimlock. You and your team have been off the grid for a long time-but your file didn't say anything about psychological disorders like that." Optimus said, watching as Grimlock's body went back to normal. That was when he noticed the reptilian spines and claws sink back into his body like magic. "What have you Dynobots gotten yourselves into?"

"That…is a long story. All you need to know is that it can't be controlled." Grimlock panted. "The longer we stay here, the more we endanger everyone. You have to let us go."

"I can't do that." Optimus said, pointing his weapon at Grimlock. "Regardless of your allegiances, you and your great soldiers pose as great a threat as the Decepticons. You're all under arrest!"

"Wait, Optimus. If what he says is true, then perhaps it is best if you set them free." Dai Atlas suggested, trying to diffuse the situation. "Give them safe off-world passage. There may be a peaceful way to diffuse-"

"Now you want to help, Atlas? I thought you were content with just sitting back and watching the show play out." Optimus said harshly. "They broke the law, Atlas, and civil order teeters on the brink. I'm out of concessions."

Grimlock glared at them both. "If that's how it's gonna be…then there's nothing left to lose!"

Grimlock sprinted for the control sticking out of the floor with a big red button on top. Everyone froze as they saw his shaking hand hover over the button-the refinery's emergency self-destruct sequence.

"The fusion regulator." Swoop gasped. "Grimlock, you can't be serious-"

"There's no Cybertron left for us anymore, and we just can't get free of it…I'm so sick of it all!" Grimlock spat with unrestrained emotion. "Your petty factions and your moral posturing. I hate it. And this…this monster inside of me wants to make you all pay. You should have just let us go."

"He's bluffing. Aren't you, Grimlock? Megatron always had you pegged." Calamity said, slowly getting to his feet. Energon leaked profusely from his missing eye and arm and he could barely stand up straight. "You had the strength-but your fatal weakness…was always compassion."

"Shut up, Calamity!" Optimus pointed his cannon at the Decepticon warlord and looked at Grimlock. "I believe you, Grimlock. I know you'll do it. But thousands will die by fire if you deactivate that regulator. You Dynobots once served the people of Cybertron with honor-part of the Primal Vanguard. Whatever it is you've been through…please, serve them now, and stand down."

Grimlock stared at Optimus, his shaking hand still over the button. He wanted to press it, to show the world how badly he was sick of it all…but he couldn't bring himself to do move his hand. Too many people would die, and for all his faults and savageness, Grimlock couldn't stand being the cause of so many people's deaths. He dealt with his problems himself and no one should suffer except him.

"You're right," Grimlock moved away from the panel. "I don't want any more hurt because of us…because of me."

"Thank you, Grimlock." Optimus sighed.

Unfortunately, his lax in focus on Calamity allowed the mech to spring into action. Leaping to his feet, Calamity pushed Grimlock aside and lunged for the button.

"Hahaha! Disappointing as always, Grimlock! But you were right about being a monster." Calamity gave them all a bloody grin that showed just how mad he was. "You'll see that deep down…"

"NO!" Optimus yelled and ran at him.

"…We're all monsters."

Calamity slammed his fist down on the button and everything went white.

XXXXXX

 **2 days later**

" _Blaster here, broadcastin' from the Nexus. And man, I wish I wasn't. This is a day of tragedy for all cybertronians, Autobots and Decepticons alike. Details are sketchy, but reliable sources inform me that the Autobot forces led by Optimus Prime-responding to a Decepticon attack on the Toraxxis Mega Refinery-engaged a small group of unaligned mercenaries who were already raiding the facility's energon stores. The unidentified mercenary leader threatened to detonate the facility's fusion core if both groups didn't immediately withdraw. When Prime talked him down from his suicidal act, the so-called new Decepticon leader, Calamity, triggered the core's meltdown himself. The explosion from the senseless act of terror not only killed thousands in the surrounding area, but obliterated one of Cybertron's last, vital sources of energon. We received confirmation that Optimus Prime and his senior officers survived the attack, and we have the word that he will be giving a eulogy for those still missing-and those presumed dead."_

The detonation completely destroyed the facility and left a hole so deep within Cybertron that the Minicon observatories on the moons could see it from space. Altihex, the city the refinery resided inn, now had a giant, irradiated crater on the outskirts of the city that still burned brightly, like some giant burning lesion in the planet's surface.

Optimus Prime and his Autobots barely made it out as the refinery went into meltdown, as had the Decepticons. The Dynobots retreated and were still unaccounted for, considered MIA for the time being. Once rescue teams began scouting the area for any survivors and counted the dead, Optimus gave his eulogy in front of Metroplex before thousands of people. He was still covered in ash and burns, and his posture struggled to remain tall and strong despite the physical and emotional exhaustion he was feeling.

"Even now, while the death toll grows, we are gathered her to remember those who were lost in this deranged act of violence, both civilians and fellow officers. But let us take this moment to ensure that they have not died in vain and that the unity they died to protect will be restored." Optimus said, looking out to the silent crowd of thousands of Iaconian citizens and Autobots. "We cannot let this tragedy separate our factions any further. This is an opportunity to reaffirm our bonds and our sacred pledge to lead the people of Cybertron-even when times are at its darkest."

Optimus raised his fist in the air-a symbolic gesture used by the Thirteen Primes upon their birth. "Till all are one!"

When the memorial service was over, Optimus avoided everyone and went back to his quarters to wallow in his failure in silence. What he felt now was a pain that he hadn't felt since Tarn's burning-or at least it came very close. So many people dead…

His door opened and Dai Atlas walked in, sporting an uncharacteristically solemn and sympathetic expression. Optimus didn't look up at him as he said his piece. "It's all falling apart, Atlas. Just like the Clampdown, just like Tarn…how did I not anticipate something like this?"

"You may carry the Matrix within you-but even a Prime has his limits. I know you didn't wish for this to happen, but it did." Dai Atlas said softly. "And I fear-given the rampant violence that's gripped our world-that this is only the beginning."

Optimus clenched his fists. "I will protect our people!"

"From what? Global systemic shutdown? Our energon reserves are exhausted and civil order is breaking down. Your war has brought us to this end."

"How many times must I tell you that I didn't start this war, Megatron did?" Optimus growled, glaring up at Dai Atlas. "I've done my best to unite the planet, bring together the factions, but everyone seems content with either protecting their own assets or, in your case, sitting back and doing slag!"

"Open your eyes, Prime!" Dai Atlas stepped forward. "The only choice our people have now is to find sustenance somewhere else!"

"That's it then? You'd just pack up and abandon our homeworld? Lead the people to a trackless void?" Optimus' voice was borderline condescending as he scowled at the very thought of leaving this world to be turned into a global arena for Megatron's forces.

"For all you promise, you failed to keep us safe, Optimus." Dai Atlas continued. "Now we must take our destinies into our own hands."

"Their destinies lie here, on Cybertron!" Optimus yelled.

"Not anymore." Dai Atlas replied. "Deep down, you know it."

Optimus kept up his glare, and then sagged in his seat. "I would stop you. Prevent you from leaving."

"You could, and the violence would only escalate. You are not Zeta. I know you believe in freedom, enough to die for it." Dai Atlas said and turned to leave. "But perhaps your last greatest command as Prime…is to let your people go."

XXXXXX

At the Decepticon fortress of Kokular, the Decepticons were also reeling from this disaster brought about by their own "leader". Just moments of getting word of the disaster from his mole on the strike team sent to the refinery, Soundwave spread word of Calamity's actions and let it take root. It didn't take long for discontent to rise within the ranks, many not happy that their only chance at getting enough energon to feed and army was pretty much squandered by Calamity.

As a result, Calamity became more brutal, killing dozens of Cons who spoke out against him. He began desecrating the remains of the unlucky Cons who couldn't escape the planet's meltdown to use their bodies as raw material for weapons and supplies. His madness grew as he sought to stamp out Megatron's legacy by any means necessary.

"The dead are not to be mourned. They are to be scavenged. Take the best parts-melt the rest." Calamity waved a hand to the bodies around I, Cons who died trying to take out an Autobot outpost on the borders of Styx. "Forget them. They are failures. Their stain must be eliminated from Cybertron. as you install their parts, be sure not to let the taint of defeat infect you."

"Calamity, how can you say that? They died fighting for us!" A mech yelled, limping forward with a missing arm. He was one of the lucky survivors from the failed siege. "It's only by chance that some of us lived and some of us died!"

"Not chance. Fate. The strong survive, and the weak are crushed beneath them." calamity stomped over to the mech, glaring down at him with his newly repaired eye. "To think otherwise is to think like an Autobot!"

"No, that's not right!" The Con shouted in his face. "Even Megatron respected those who died in his service!"

"I only respect power!" Calamity roared and grabbed the mech's head in his hand. He crushed the Con's skull into a lump of twisted metal and circuits and kicked the body aside. "That is what it means to be a Decepticon. Anyone else care to venture their opinion?"

No one made a move despite the discomfort on their faces, though Thundercracker was bristling with rage. He stepped forward but was held back by Slipstream. Calamity grunted at their cowardice and spat on the corpse.

"Leave this wretch. Do no scavenge his parts-they are tainted by weakness and fear." He told everyone. "And mark my words-the next person that so much as mention Megatron will share his fate!"

Soundwave understood the situation perfectly. Calamity may have the power, but he's quickly losing the necessary support to hold it. He knew Nightshade will return with Megatron, but in order to keep the Decepticons from descending into civil war, he needed to weed out the infection and isolate it for his master's eventually return. All he needed to do…was wait.

XXXXXX

Ashling wondered if she was watching Galvatron himself march across the Sea of Rust with his army of Insecticons. It was like a mural from one of the old fortresses made in honor of the barbarian king, the former ruler of the Darklands. She walked aside Megatron while he sat on the back of a large Insecticon bruiser, the soldiers of the hive, as they lead the swarm through the desolate, sand covered expanse of the planet's magnetic dead zone.

Megatron had begun making strides after gaining control of the hive. He let Sharpshot live and ordered her to be escorted as one of his lieutenants, letting her natural healing abilities repair the damages his unholy beating gave her. After marching a few more miles, he came upon another hive; this one stationed underground, and encountered the hive's alpha, Hardshell. Though he was hardly on the same level as Sharpshot was in their battle, Hardshell was still a formidable opponent, as well as a slightly craftier one. Megatron had to keep his wits about him when he defeated Hardshell, and added his hive to his makeshift army as well. Together, they all marched towards the Hydrax plateau like a plague amidst the winds of Cybertron.

Looking at him now, Ashling could see that the energon scavenged by the Insecticon scouts were definitely helping in his recovery. He looked stronger, his eyes brighter, and his wounds were repairing nicely. The only thing that didn't improve was his mood, which only got worse the farther they traveled.

"I tire of this hell!" Megatron growled.

" **And yet you continue to survive it,"** Ashling said, her arms seemingly moving independently of her control. **"Despite this hell throwing its demons at you."**

"Don't flatter me, witch. For all my accomplishments here, it's all meaningless if I don't get back to my forces and fix whatever mess Calamity made of it." Megatron said.

" **Oh? Then you my yet escape this place with that kind of fortitude, wanderer, but you must learn its most critical lesson. If you do not, the fate that befell this land will soon encompass all of Cybertron."** She replied. This earned her a curious look from Megatron.

"What do you mean?"

" **I am a student of history and its cycles. This land, long ago, was not all that different from the one you've come from."** Ashling waved a hand to the vast landscape around them. **"The Sea of Rust was once a beautiful and plentiful land populated by a prosperous yet narcissistic race who squandered any potential they might have had. Lazy and indolent, they were shocked to discover they had depleted their land of its precious resources. Add in a meteor shower that bombarded the region, followed by intense solar flare activity along the equator, and you've got an energon-deprived civilization just barely hanging on as their once bountiful land mutated into a wasteland assaulted by cosmic radiation and magnetic flux brought about by events partially out of their control."**

Ashling waved a hand at the sand covered ground as if she was pointing to something buried under their feet. **"The last vestiges of their civilization finally crumbled when they couldn't muster up any survival skills or even leave this land as it became hostile to any and all forms of life. The damage reached deep enough to pierce the mantle and affect the very geography of the region. Building crumbled, bots succumbed to rust, bodies covered by sand. The survivors were left with no alternative but to forage for their existence amongst the teeming wreckage of their vanity."**

Her face turned into a scowl as she stared right into Megatron's eyes with startling intensity. **"It is the cycle of empires; affluence, decadence, predation, cannibalization. This awaits you glorious future empire, does it not?"**

"No, not my empire. Those people were short-sighted fools. I do not lack for vision." Megatron said, his eyes burning with renewed fire. "I will reclaim this world from the Primes, and eventually…my rule-my legacy-will last forever."

" **Why?"** Ashling asked as she leaned in closer. **"What is it that drives you?"**

Elmeth's face flashed in his mind as he answered. "Dominance. It is the only truth of any existence."

" **Very good. You are leaning after all."** Ashling smiled. She was happy, for she was watching the birth of an emperor, a warlord that not even Galvatron could dream of becoming. And for a historian such as herself, this was a glorious occasion. Truly glorious indeed.

XXXXXX

In the following week since the disaster, multiple shuttles left Cybertron carrying hundreds upon hundreds of cybertronians. With the last major source of energon gone, the civilian population left the planet, seeing no future in remaining on a rapidly declining world. Within seven days, 52 percents of the southern population left in droves, with more following day and night. The regions from the northern hemisphere to the equator were still sufficiently populated, as were a handful of southern city-states, but there was a high chance that was going to change.

Optimus watched the ships leave orbit from Iacon, a growing bitterness festering in his Spark that kept many of his troops at arm's length around him. It angered him that these people would rather waste more energon abandoning their home for a slim chance at escaping war, and Dai Atlas' preachings weren't helping his worsening mood either.

" _It's begun. The Grand Exodus from Cybertron."_ Dai Atlas declared in an interview with Blaster. _"Perhaps, out there in the void, our people can find some respite from war and violence."_

" _Tens of thousands are expending their last energon in hopes of finding a better future somewhere out there. For our audience, Dai Atlas-is this what you wanted?"_ Blaster asked.

" _Of course not, Blaster!"_ Dai Atlas scoffed. _"Our world is dying. Fitting that the war mongers be left behind to battle over the ash and wreckage."_

" _So you've given up on the idea of unification? You don't have any faith that the new Prime can turn all that around?"_

" _I had hoped…but the tragedy at Toraxxis proved just how impotent he is."_ Dai Atlas scowled and leaned back in his seat. " _It is time the factions face reality and start forging futures of their own."_

Optimus, Rodimus and Elita-1 watched the interview in the command center, and the femme switched the channel angrily.

"It's not like he saw you talk Grimlock down or anything before Calamity hijacked the self-destruct sequence. We all go blindsided by that maniac while he just stood back and watched, that pompous gasket." Elita-1 muttered. She gave Optimus a concerned glance. "But he's right about one thing-if there's no energon, there's no life."

"And if everyone leaves, what becomes of us?" Rodimus asked. Optimus closed his eyes.

"The time for us to leave may come…but not before we've exhausted every hope of finding more energon to fuel this civilization." Optimus said strongly. "We start where this began. I sent Perceptor and his science team to Toraxxis before the Exodus even begun. Maybe he can find a possible solution to this."

XXXXXX

The spot where the Toraxxis refinery used to be was just one giant crater burned deep into the earth. The meltdown had destroyed more than four square miles of landscape alone, and almost twice as much land was covered in widespread radiation from the fallout. Those that could be evacuated were already suffering from visual and audio impairment from exposure to the fast moving radiation and it was almost two days before the radiation levels lowered enough for the science and rescue teams to move into the area.

Unable to get a solid measurement of the crater, Perceptor estimated that the hole went down for miles, blasting through solid metal and rock into possibly the underground energon reservoir the worker drones were mining raw energon from. With little else to go on, Perceptor, Wheeljack, Ratchet and the new addition to the science caste, Raz, journeyed into the crater in search of something, anything they could use to replenish their energon supply.

"Are our rad-shields holding, Perceptor?" Raz asked, using her boosters to hover down while her ground-based comrades used tow lines to descend.

"Radiation levels are spiking, Raz," Perceptor said, aiming his high-tech monocle down into the abyss. "But I think we're safe for the time being."

Wheeljack whistled at the miles deep crater blown clean through to the vast underground network that spanned under Cybertron's surface. "I've never seen such destruction before."

"Keep your eyes out for survivors. I'm not detecting any on the surface, but there may be life signs underground." Ratchet said.

"Improbably," Perceptor said. "The possibility of system's surviving in the crust's intensely pressurized sub-strata is three hundred thirty thousand to one."

"We can all do the math, Perceptor." Raz said as she and the others touched down at the bottom of the crater. It was almost pitch black, with the only light coming from their spotlights and the glowing veins of magma running through the ground and leaking from the walls. "But if there's even a chance that anyone survived-down we go. Right now, we're deeper than we've ever been into the planet's subsurface. We might just learn a thing or two."

Ratchet looked around with his scanner in hand, warily keeping an eye out for…anything, really. He jumped when he caught something flash by the corner of his vision and spun around. "Did you see that?"

"See what?" Wheeljack asked.

Ratchet didn't answer immediately, looking around at the dark tunnel around them. Suddenly he felt more vulnerable than he ever felt before. "I don't think we're alone down here."

"It could be survivors!" Raz said. "Fan out!"

"I don't know, Raz." Ratchet said, making sure he had his pistol on hand. "I've got a bad feeling about this."

Ratchet would later learn to trust his instincts more after this expedition, because they would never steer him wrong where the unknown is involved.

They followed Raz through one of the tunnels that had been uncovered by the refinery's explosion. These were ancient subterranean tunnels carved out by very old mechanimals native to what many people called the "underworld". There was no telling what kind of beasts lived down here, miles under the surface, having never seen the sun before. Raz paused when she felt the tunnel shake a bit.

"Watch your step, everyone." Raz said. "With all the seismic activity, the flooring could be unstable."

"That's not the worst of it. Magnetic interference is playing havoc on our relay signals." Ratchet said, frowning at the erratic readings he was getting from his scanner and put it away. "We're practically blind down here. No way to contact HQ."

Raz frowned behind her face mask and shined her spotlight down the tunnel. "Just keep your eyes open for any…Perceptor? Perceptor, where are you?"

"Over here!" Perceptor waved the others over. He was standing at the end of another tunnel in front of a wall. On it were very ancient carvings etched into the bedrock; they depicted ancient cybertronians fighting a massive reptilian beast-and later restraining it in massive chains.

"That's new," Wheeljack whistled. "Er, I mean old."

"It's ancient script…perhaps from the Age of Evolution." Perceptor noted. He ran his scanner along the wall and calculated its date. "Argon dating can't quite place it."

Wheeljack looked at the wall and noticed how it seemed like a gate instead of a natural formation. "Looks like a warning. Whoever they are, they wanted to keep us from getting in."

"Or they were trying to keep something from getting out." Perceptor said ominously. He was the last thing to put stock in illogical things like reason, and gut feelings, but something about this place started to unsettle him the more they learned. "Perhaps we should head back to the surface and report-"

Another quake decided to hit them, this one more violent than the last. The ground beneath them started to break apart and the Autobots fell into the darkness blow. Raz hit a stalactite before hitting the ground face first, just barely dodging a few sharp spikes jutting out from the ground. She groaned and pushed herself up.

"Anyone still alive? Sound off!" She called out.

"We're all okay," ratchet coughed and looked around. "But where are we?"

"Guys!" Wheeljack called out. "Look!"

Raz and Ratchet saw Wheeljack and Perceptor at the end of this new tunnel and ran to them. They joined their fellow scientists at the edge of what looked to be a massive lake of energon. But it wasn't the usual blue color, instead it was bright purple, almost magenta.

"Is that…energon?" Raz asked softly, unable to really believe it.

"In its rawest state. At my estimation, this is enough liquid energon to power Iacon for thousands of stellar cycles." Perceptor said, also in awe.

"Is this some kind of run-off from the refinery?" ratchet asked. Perceptor shook his head.

"Based on the preliminary geological experience, I'd say this reservoir predates the refinery's construction by many millions of stellar cycles."

"Then…this energon is…naturally occurring." Wheeljack whispered.

XXXXXX

In Metroplex's data-archive, Optimus greeted Kup as he entered the room. With the Decepticons culled for the time being and Perceptor's team investigating ground zero, this was the perfect time to tie up one loose end (aside from Megatron's disappearance).

"Reporting as ordered, Prime." Kup saluted, walking up to his commander. "Sir, I'm just a grunt. Not sure how I can help you here."

"Nonsense, Kup. I appreciate you coming." Optimus pointed to the image profiles on the large monitor behind him. "I wanted to ask what you knew about the Dynobots."

"Well, that takes me back. I mostly know stories, really. Rumors," Kup scratched his chin with a grunt as he racked his processor for anything useful. "They were part of the Primal Vanguard under Nominus Prime. Six-mech team-heavy weapons, demolitions, sabotage. They were good-really good. They had a perfect service record before they vanished."

"Vanished?"

"Word on the street was they went AWOL after completing their last mission-but records of the OP was classified and buried." He said. "But they've been off the grid ever since. Like they never existed."

Optimus hummed. "Ghost soldiers."

"Something like that."

"Well, they've reappeared with a bang. Iacon security footage shows that they aided us during our stand against Megatron. And then, just a few days ago, we caught them raiding energon like common thieves at Toraxxis. It just doesn't add up."

"Either way, you've got to bring them in. When soldiers like that go bad, they go real bad." Kup warned, his expression hard as stone. "It won't be easy. They know how to hide, how to ambush, how to hit where it hurts."

"There's more. Their leader, Grimlock-he entered a berserk mode that nearly forced him to involuntarily transform. He turned savage…bestial." Optimus shook his head. It was an oddly unsetting sight, and this was coming from someone who came upon his fair share of homicide cases in Rodion. "He could barely control himself."

Kup huffed. "Sounds like they got into something they couldn't handle."

"Perhaps it's time we opened their sealed files." Optimus said. Kup gave him a deep frown.

"With respect, Prime-if you had access to their files, why ask me about them?"

"Perspective, Kup. They were good soldiers once." Optimus pressed a button and brought up their files on the screen. "I wanted a soldier's honest opinion before condemning them."

XXXXXX

Wheeljack and Perceptor moved closer to the glowing river of energon, both mechs just getting over the shock of seeing natural energon in person. It would have been a glorious and joyful discovery, but it was tempered by their slight worry at the odd color. This couldn't be regular energon-energon was normally blue and this river was glowing a deep, ominous purple.

"It's the purest form of energon I've ever seen, Perceptor." Wheeljack marveled. "Its liquid state is hyper-conductive and apparently…self-replenishing. This is an unprecedented discovery."

"Yes, but I'm detecting certain particle anomalies my equipment can't identify." Perceptor said. "Watch yourself."

"But reservoirs like this could solve our energy problems forever!" Wheeljack leaned over the pool. Even at this distance, it felt warm…almost alive. "How did no one know something like this was down here?"

Ratchet rubbed his chin. "Maybe someone di-"

Another quake rattled the cave, nearly dislodging the Autobots from their perch. Ratchet, who was trying to take a sample at the time, lost his balance and fell into the river. The quake ended as fast as it began allowing them to gain some respite.

"I'm getting really sick of those quakes." Raz huffed.

Perceptor stood up and brushed himself off before looking over to Ratchet. "Ratchet? Are you…okay?"

Ratchet was hunched over in the waist deep energon, trembling and shaking. Concerned, Perceptor called out to the medic again, and Ratchet turned to him with eyes burning like supernovas, growling and snarling. With speed he definitely didn't have before entering the cave, Ratchet leapt at Perceptor and slammed into him.

"Ratchet!" Perceptor exclaimed. The rabid doctor pinned him to the wall and began clawing at his face and chest.

"Get a hold of yourself, Ratchet!" Raz and Wheeljack dragged Ratchet off the scientist and pinned him to the ground as he violently struggled in their grasp. "Ratchet!"

The sound of his name being called made Ratchet pause, and that was just enough time for him to slowly regain his senses. His eyes returned to their normal blue color and he steadily calmed down. Seeing that he was returning to normal, Raz and Wheeljack let him go.

"I…Perceptor, I'm so sorry!" He groaned. "I don't know what came over me. I was just overcome with…with rage."

"It was the energon." Perceptor deduced, shrugged off the faint scratches marring his armor. "The instability I detected in its matrices."

"It…regressed me somehow. It drove me berserk." Ratchet breathed. Perceptor nodded.

"That would be my assessment. We need to tread carefully down here."

At that moment, a loud, horrifying screech echoed in the cave, startling the team. Raz and Wheeljack took out their guns and pointed them down the tunnel, where large shadows flickered along the walls.

"We got company!" Wheeljack said and looked at his lack of substantial weaponry. "Leave it to the science team to leave home without decent guns."

"Whatever they are, if they've been feeding off this energon, they'll make short work of us!" Ratchet said.

Raz brought her mask down over her face. "We're not staying long enough to find out. Let's move-lose them in the caverns and stay on me!"

XXXXXX

"Teletran, open sealed files X2-876 through 921." Optimus commanded. "File name: Dynobot. Security passcode: Primus."

" **Access granted, Optimus Prime."**

"Now let's get some answers. Access group file."

The screen flickered and six profiles appeared on the screen. It was the Dynobots, though their sixth member was a mech Optimus never saw before.

" **Vanguard covert strike force, codenamed Dynobots: Grimlock, field commander, Swoop, aerial recon scout, Sludge, heavy weapon specialist, Slag, close combat specialist, Skar, tactical medic, Snarl, demolitions specialist."** Teletran-1 explained. **"Deployed in over two hundred missions under the purview of Nominus Prime despite their bestial alternate modes. Awarded commendations for acts of valor and exemplary service."**

'They must have been really good at their jobs for Nominus to overlook their beast modes. Functionism was at am all time high in Nominus' reign and beast formers would've been treated like animals around that time.' Optimus thought. "Access data-files of their final mission."

" **Accessing…the Dynobots were sent to the desolate Toraxxis Plains to investigate rumors of supposed subterranean terror bases. While they didn't find terrorists, they did encounter heavy resistance."**

"So this was before the refinery was even built." Optimus muttered. "What kind of resistance did they encounter?"

" **Classification unknown. Video evidence suggests they had awakened an ancient cybertronian in stasis deep beneath the surface, buried there for thousands of mega-cycles."** Teletran-1 answered. **"The battle between the unknown mechanoid and the Dynobots would later attract cyber-morphic predators that breed within the sub-molten recesses of the planet's crust."**

"A mech in stasis underground?" Kup questioned.

"Probably a survivor of the Great Cataclysm. Many bots hid underground to escape the solar flares that assaulted the planet. Thousands still died, but others managed to weather through the cosmic disaster and continue on." Optimus said. When Kup gave him a confused look, he shrugged and said, "I did a lot of reading at the Hall of Records."

Kup sighed. "So I'm guessing despite the zero point zero survival rate, they survived."

" **Not all of them. Skar was killed during the battle. Post-action psych evaluations suggested that Skar's violent death snapped something within the team. When they returned, Central Command had the surviving Dynobots quarantined indefinitely-to further study the nature of their mutated beast modes and attempt to reengineer the process into a new form of dynamic adaptive transformations."** The screen showed security footage of a violent breakout within the holding facility and showed some mechs sporting the Elite Guard emblem lying dead from weapons fire and others torn apart by sharp claws. **"Overwhelmed with grief at the loss of their comrade, and feeling betrayed by their superiors, the Dynobots staged a daring escape."**

"And they've been on the run ever since." Optimus finished, turning the monitor off. "They're out there somewhere, Kup. Their beast modes are ticking time bombs."

"Then they have to be put down." Kup said. It would be a mercy after the hell they went through for so long.

"That would be logical." Optimus said, and he shook his head as he exited the room with Kup. "But my instincts tell me despite everything that's happened, they just might be soldiers worth saving."

XXXXXX

The beasts that came from within the darkest depths of the caves were unlike anything the science team had seen before in terms of cybertronian fauna. They weren't like normal mechanimals that also had the ability to transform, they were like shambling corpses-walking neural nets on overdrive with glowing orange biolights visible along the lengths of their bodies and limbs. Their approach forced the Autobots to run back the way they came to avoid getting boxed in.

"It's impossible to get a positional fix down here with all the magnetic interference!" Wheeljack said. "Those…things could be anywhere!"

"Why don't we ever listen to warnings?" Ratchet groaned.

"Because we're scientists, of course!" Perceptor replied.

Raz raced around a corner and almost ran face first into the gaping maw of a draconic beast sitting on a boulder. Its dead, hungry eyes bore holes into hers before lunging at her. "Slag!"

She stumbled back and grunted when he raked its claws down her chest, leaving only shallow cuts. "Fall back to the passage!"

Wheeljack saw even more of the hellish beasts charging at them from where they just came from. "No can do. They've cut us off. Somebody think of something, quick!"

"Increased seismic activity suggests the structural integrity of the surrounding sub-strata may be susceptible to direct-" Perceptor was cut off by a frustrated Raz.

"SPIT IT OUT!" She shouted as she struggled to keep the draconoid's jaws from clamping around her head.

Perceptor pointed to the wall near them. "We could bust a hole into the next cavern and escape!"

"Now that's a plan!" Wheeljack grunted, shooting his blast into the chest of a pouncing reptilian beast.

Raz lifted her attacker over her head and threw it into another monster pursuing Perceptor. "Ratchet, it's up to you! Do it!"

Ratchet, lacking any sufficient weapons, did the only thing he could do at the moment-he transformed and drove at full speed into the wall, smashing right through it with great force.

"That's our opening!" Perceptor called out, already running for the hole.

Raz and Wheeljack followed suit and they entered the tunnel after Perceptor. Wheeljack switched to his alt mode and was racing forward with Perceptor hanging onto his hood for dear life as Raz provided cover fire. "They're still coming!" She said.

"Ratchet? Where's Ratchet?" Perceptor asked.

They head his voice coming from down the tunnel. "I'm here and-I think there's some kind of structure up ahead!"

Raz, Wheeljack and Perceptor joined Ratchet at the edge of a cliff that bordered a huge metal wall. It was dark purple and had to be a part of a structure of some kind, though it was hard to tell.

"Odd." Perceptor mused. "Who could have built something this large this deep beneath the planet's surface?"

"Not all that important right now, Perceptor!" Raz said. "Let's just hope there's a defensible position!"

"Wait, hold up!" Wheeljack said and pointed at the tunnel they just came from. The monsters were huddled near the entrance, not moving another step forward, piling atop each other as if something was keeping them from advancing.

"They're afraid." Ratchet realized. "There's something here they're recoiling from."

"Perhaps they fear whoever lives in this complex." Perceptor suggested.

"Maybe. Wait here, I'm going for a closer look." Raz transformed to jet mode and flew upwards to the top of the cavern.

As she flew vertically along the side of the wall, Raz felt that unsettling feeling in the back of her head grow. She didn't detect any life forms within the structure, but she was detecting a very big vital pulse radiating from right in front of her. It wasn't long before she made a startling realization; looking at it now, she saw that the complex looked nothing like an artificial structure-the angles were all wrong-and energon fluctuations were off the scale. When she finally reached the top of the cavern, she changed forms and looked down…and her Spark went cold at what she laid eyes upon.

"Oh no…"

"" _What is it, Raz? What do you see?"_ Perceptor asked.

"Guys…I think we just stumbled into a whole heap of trouble." Raz said.

Below her was a giant head, connected to a colossal body almost as large as Metroplex, but more bestial and reptilian in design. This was a titan, and it was the source of the foul energon running throughout the underworld.

* * *

 **Megatron does what he does best in the Sea of Rust and the Autobots uncover something ancient right under their noses. Nothing's ever easy on Cybertron, is it? Be sure to check out the official Transformers Titan website on Wordpress, link can be found on my Archive of My Own profile, Saya444, featuring a newly revised version of Awakening, the complete Uprising story, character profiles and glossary. Thanks for reading and please leave a review.**


	9. Prey

Chapter 9-Prey

After a long and arduous journey, Megatron's Insecticon legion had finally made it to the Hydrax Plateau, and then caught sight of the Hydrax spaceport thanks to the Insecticon scouts. They sniffed out the scent of exhaust fumes and energon. Once he was a few miles away from the spaceport, far enough to see the coming and going of spacecraft from the docking areas, Megatron sent his swarm to overwhelm the security forces and seize the spaceport. He wasn't aiming to hold it, he didn't have the resources or manpower, but he was counting on his Decepticons to hear the news of his return and send a team to retrieve him.

As expected, the spaceport was heavily defended, and even against the Insecticons, they held strong as the civilians were evacuated. It was futile, of course, but they managed to kill quite a few bruisers before they were forced to retreat. Once the opposition was dealt with, Megatron and Ashling were escorted to the central hub of the spaceport, along with Sharpshot and Hardshell.

"That was needlessly more difficult than I thought," Megatron commented, eying the severely damaged ships that were still parked in the docking bay. Apparently some of the more die hard officers figured that blowing up the ships still in port was a good way to deny him whatever he wanted. Clever bastards. "And no ship to take us out of this hellhole."

"Patience, wanderer. You were meant to be here-in this moment." Ashling said, still calm as ever. **"** For you, destiny opens its arm wide and comes to embrace you."

Just when Megatron was about to wring her neck for dishing out yet another one of her annoying ramblings, he heard the sound of high powered jet engines in the distance. He ordered his Insecticons to stand fast as he walked out into the open plain, looking up at the ship that was clearly of Decepticon design (most Decepticon ships looked like they could be a weapon in itself, sharp in all the right places and capable of spearing through some objects with little structural damage). The ship landed a few feet away from him and Megatron sneered when he saw the landing hatch open to allow its occupants to exit.

"You." He hissed.

Hun-Gar grinned as he and the Terrorcons marched out of the ship. "Surprised to see us, Megatron? We've come a long way to find you. To end you." One of the heads growled.

"For your failure of a leadership." The second head said. "For your weakness. But…just for old times' sake, we'll give you a heads up."

"Had you found me a few weeks ago, I might actually be at your mercy-but alas, I am healed, reborn into a new predator in these lands. These Insecticons you see behind me are beholden to me and me alone. I've been very busy since my exile here." Megatron smirked and commanded his swarms to stand back and let him handle it. "You're making a colossal mistake, Hun-Gar."

But the Terrorcons weren't listening anymore. They surrounded him in their bestial alt modes, their unstable minds slowly trickling away as the madness slowly took hold. Megatron realized that he'd have to use fists to show these fools their place. He made sure to keep an eye on all of them, waiting to see who would make the first move. When he saw Rippersnapper tense up for a pounce, Megatron didn't wait for a chance. He took this one.

He threw a kick to Rippersnapper's eye and grabbed Cutthroat's tail, stomping down on Rippersnapper's large, flat head and smacking Blot in the head with Cutthroat's body. Sinnertwin pounced on him, one of his two heads biting into Megatron's shoulder and ripping off a chunk of metal. Ashling watched the battle from the side with sadistic glee.

"Death is upon you, wanderer! Your strength ebbs-your energon bleeds from circuits!" Ashling yelled. "Will you let these miscreants defeat you? Is this all that remains of your indomitable will?"

Megatron tore off one of Sinnertwin's heads and punched the other one in the jaw, breaking it. Cutthroat swooped in spouting a burst of flame onto Megatron's back. Megatron snatched the airborne monster out of the air and began to crush his neck in his hand. Hun-Gar charged at him from behind, his three heads sinking their teeth into Megatron's waist and left arm, lifting him into the air to tear him in two.

"Cornered, depleted-it comes to it at last, wanderer. You cannot match his power or his fury!" She continued over the savage howls of the Insecticons.

"Shut up, damn you!" Megatron shouted as he was thrown to the ground. Hun-Gar charged at him, but Megatron smacked him in the face with a piece of shrapnel, slamming him into the side of a ship's afterburner, almost dislodging it from its casing. His legs wobbled a bit before he fell to one knee, energon bleeding from various bite wounds on his body.

"My lord!" Hardshell ran over to him, but Megatron pushed him away.

"Don't touch me!" Megatron growled and shakily stood up. Ashling waltzed over to him with a swagger in her step.

"The beast will recover momentarily. The end is close now." She said cheekily. "Ah, to have come so far to face such an ignominious death."

Megatron backhanded her across the face. "Shut your mouth! I am Megatron, the face of the Decepticons! I am the mech who will bring Cybertron into the new age by burning the dynasty of the Primes. Death will not come for me until I have wished it to come. Nothing you say will make that time come faster."

Ashling chuckled, not even fazed at the pain in her left cheek. "At last…the student becomes the master. You are truly…monstrous."

Megatron shook his head in disgust at her and turned back to Hun-Gur, who was recovering from his disorientating blow. He shook his heads and snarled, running at the Decepticon leader. "I'll feast on your corpse!"

"You'll feast on my alt mode!" Megatron leapt forward and transformed for the first time since he was stranded in the Sea of Rust. Though he didn't have his fusion cannon, his tank mode still had some pretty powerful plasma cannons which were more than enough to cause damage to Hun-Gur as they fired twin plasma blasts into the Terrorcon leader's body, almost blasting him apart in one shot at point blank range.

Hun-Gur flew back in a smoking heap, landing on his side and reverting to robot mode, a smoking hole in his torso near his fuel pump. Megatron painfully changed back to his robot mode (transforming with an arm that wasn't his own was extremely painful, and basically made his alt mode useless aside from using its mounted weapons) and walked over to the wounded Terrorcon.

"Now, whom do you serve, Decepticon?" Megatron asked, glaring down at his fallen enemy. Against the shadows cast by the flames of burning wreckage behind him, he looked like a demonic specter come to reap the souls of the wicked.

"Y-You…lo-lor-"

"Louder."

"L-Lord…Megatron," Hun-Gur gasped. "Fin-Finish me…don't deserve…to live."

"That is true. But you may yet have a chance to redeem yourself." Megatron said. "You and your cohorts will serve me as I reclaim what is rightfully mine."

"Leadership of the Decepticons?"

"Of course."

"C-Calamity has claimed leadership…for himself."

Megatron leaned over Hun-Gur with a sneer. "I know. It was he that marooned me here. His reign will be short lived."

One by one, the other severely damaged Terrorcons gathered around Megatron, who glared at each and every one of them. He purposefully stood over Hun-Gar to show his dominance; they came at him with their strongest and couldn't kill them, and that was a good enough message to show them their place under him.

"Do you fear him, Hun-Gar? Do you fear his power?" Megatron asked. Hun-Gar gave a pained laugh.

"No, I pity him. You…are more terrible than ever. He doesn't stand a chance." He said.

"Good answer." Megatron said.

There was another sound of a ship approaching, and this time, it was the Decepticon triple changer, Astrotrain. Megatron smiled as he saw the Con fly in and transform to his massive train mode mid-landing as he touched down. He stopped and opened his hatch to allow Nightshade, Lugnut and Knockout out.

"Nightshade!" Megatron grinned. "Nice day we're having, hmm?"

Nightshade looked at the Insecticons gathered around them, then at Ashling hovering over Megatron's shoulder. "Megatron, what…by the Allspark, what is all this?"

"Long story short, I've been through some slag." Megatron said. "I should commend you for coming all this way to find me, but you're a bit late."

"My apologies, mighty lord Megatron." Lugnut got on one knee and bowed low. "It was difficult trying to find your location in the Sea of Rust due to severe magnetic interference. We-"

"We only found out about you from the giant bug swarm assaulting the Hydrax Spaceport." Knockout cut in. He looked at the Insecticons with distaste. "Wonderful company you've gathered, my lord."

"Megatron," Nightshade breathed. "We need to get back. Calamity is driving the Decepticons into the ground. I'm not sure if you've heard, but Calamity just destroyed the planet's last concentrated energon reservoir and we're teetering on the edge of civil war. Already a number of our soldiers have left the army and even the planet because they didn't want to be under his rule. Soundwave is keeping track of what Cons are still loyal to you."

"We need to show those traitorous bastards that there can be no second-guessing in war. We are the Decepticon leadership. If we die, our cause dies with us!" Megatron said, marching towards Astrotrain. "Hun-Gar, gather your warriors. I have an army to get back to…and a world to reclaim."

Ashling watched as the Decepticon leadership gathered into Astrotrain as she boarded the Terrorcons' ship, and Hardshell and Sharpshot rallied their hives to follow their new leader to a new age of conquest for the underworlders. The Hydrax Spaceport was promptly abandoned as the swarm flew into the air, following their leader and blocking out the sun like an eclipse.

At that moment, Ashling knew she was watching the rise of a conqueror the likes of which Cybertron has ever seen or will see in the past and future.

XXXXXX

Optimus read over the report of the science team's findings and was equally elated and terrified. "Raz, this discovery is unprecedented. Our very survival is at stake and a…dragon blocks our way to all the energon we could ever nee."

"Tainted energon, sir." Raz corrected. "Our report states that it causes heightened aggression…"

"Duly noted. But if we can get at it, we can refine it." Optimus crossed his arms. "It seems we're left with only two options-keep the creature contained, or try to destroy it."

"Sir, I strongly suggest we do not risk it." Raz advised, showing a hologram of the sleeping giant. "Apparently, the old knights of Cybertron or some similar order had it sealed down there for a very long time…if we try to refine or even siphon out that energon, we run the risk of waking it."

"And there's no telling what scale of destruction it could wreak. We're barely holding on as it is." Optimus rubbed the back of his head with a sigh. One step forward, two steps backward, as Jazz always said. He was going to start looking like Kup when all this was over. "You guys possess some of the finest minds on Cybertron. I need you think of something, and fast. Time's running out for all of us."

"You can count on us, Prime." Raz assured him.

"I know I can. For now, I want the Toraxxis crater quarantined and the entire area locked down." He ordered as he left the command center. "No one gets in or out unless I give express authorization."

"Yes, sir. We'll take care of it." Raz said. Once Prime was gone, her shoulders sagged and she sighed.

"Still, if that monster did wake up-what you do guys think our odds of survival would be?" Ratchet asked.

"There are many unknown variables, Ratchet." Perceptor replied. "But I'd estimate somewhere around one in 957, 552."

"Well, Perceptor, we've seen worse odds…haven't we?" Raz asked.

No one had an answer for that.

XXXXXX

If the deep crater where the Toraxxis crater was an irradiated chasm, then the outskirts of the fallout area was a wasteland. The sky continued to snow ash from the grey clouds hanging overhead, and it was hard to see through the ash clouds despite the sun illuminating the clouds overhead. Everything was deadly silent as anyone within the hot zone was either dead or had evacuated ahead of time. The only living things currently roaming the desolated land was Kup and, he hoped, the Dynobots…or at least Grimlock.

"The things I do for that kid." Kup grumbled. He waved away falling specks of ash from his face and kicked aside an ash pile. "Grimlock! I know you're out here. No use in hidin'!"

He looked around at the land before him and exhaled. Just standing here in the middle of nowhere was depressing. Honestly, it looked like the aftermath of a K-bomb crash site.

"Even with all the radiation interference, I can read your signal. Come on out! Gotta be crazy for doin' this…this would be a stupid way to die." Kup wandered close to what used to be a house, though it was just one wall standing now. "C'mon, Grimlock! There's been enough destruction here…enough loss. You can't keep running from the past. I know the story. You and the Dynobots had a rough run of things. I get it. But it's time to come out of the shadows. Optimus Prime believes that you can-"

"What have the Primes ever done for me? For my team?" Grimlock's rough voice was heard behind Kup as he stomped up to the Autobot, his footsteps like thunderbolts in the still silence of the dead zone. "They've done nothing but betray us…and hunt us like animals! We were soldiers! We served with honor!"

"I know. You deserved better. But this Optimus…he's no Zeta or Sentinel or Nominus. He's different from the other times." Kup said honestly, staring up into Grimlock's blue visor. "He…understands what it's like for soldiers like us. He's been there."

"No one's been where we have." Grimlock snorted, shooting steam from his mouth plate.

Kup held out his hand. "Come back with me. He can help you sort this mess out."

Grimlock stared at Kup for a minute before the tension sagged from his large shoulders. "I can't. I…can't leave this place until I've found my team."

"Don't worry, boss!"

Grimlock and Kup saw Snarl, Sludge, Swoop and Slag walk out of the ash clouds, looking a bit worse for wear, but still in one piece. Grimlock never thought he'd be able to feel anything other than anger after suffering for so long, but seeing his team alive and well…it made him feel good.

"Are you all…?" He asked.

"We're a bit banged up, but we're alive." Snarl said.

"And maybe it is time we stopped running." Swoop said to Grimlock. "Someone has to answer for this. Calamity pressed the button-but we made this happen."

Sludge whined as he nudged Grimlock's shoulder. "Maybe new Prime can help us?"

"Maybe?" Grimlock muttered, looking at Kup. "Alright then, Autobot…take us to your leader."

XXXXXX

It was pandemonium in Iacon. In the days following the Toraxxis disaster and Dai Atlas' interview, nearly every person in the northern hemisphere had elected to leave the planet for categorized colonies off world. With recent news of the Hydrax spaceport being assaulted by a swarm of Insecticons, smaller spaceports like Starsreach were full to near capacity with people from the north and the Torus States seeking to leave. The Autobots were very aware of their reasons for leaving, as it was the only thing on Solivision these days.

"This is Blaster-blastin' at ya live from Starsreach terminal seven. Things are tense here as thousands of people from every walk of life and every state in Cybertron's northern hemisphere have come seeking transport off world." Blaster reported. A camera drone followed him around as he weaved his way through the long lines. "The common hope is to escape Cybertron's troubles and find a new life out there amongst the stars."

"Please, remain calm and stay in line!" Prowl called out to the unruly crowds. "We'll move you through the security checkpoint as quickly as we can!"

"But all the affordable transports are already taking off!" A yellow mech shouted. "Let us through!"

Blaster saddled up to him, microphone in hand. "How 'bout it, friend? Can you tell our audience what the experience has been like?"

"How do you think it's been, Blaster people with enough Shanix can move right through but the rest of us have been stuck here for days!" The bystander ranted. "We just want to leave! What gives the Autobots the right to hold us?"

A blue femme pushed her way into the camera view. "Dai Atlas foresaw this! he saw the Primes' corruption and the ruin they would bring on our society! And now that we're poised for abandon their despotic rule, they're trying to keep us from our rightful destiny!"

"Don't start spouting your Circle of Light garbage! Us regular people don't trust you zealots anymore than-"

"Oookay," Blaster hummed as he quickly turned the camera back to him nervously. "Well, you can see tensions are building here at Starscreach as the mass exodus from Cybertron continues. I'll keep you posted as events unfold here in the heart of Iacon! This is Blaster, signing off!"

"This could get out of control fast, and Blaster's damn public interviews aren't helping things." Prowl grumbled.

Bluestreak patted his shoulder. "Freedom of the press, Prowl. Nothing for it."

"Well, he'll be living the story when this erupts into a full riot."

Bluestreak looked at the agitated crowds nervously. "Let's hope it doesn't come to that."

XXXXXX

Within the command center of Kokular fortress, Calamity watched the news broadcasts with a savage grin on his face. "Cowards, weaklings. See how quickly the commoners scurry in the face of adversity. I despise them."

"You're surprised by this, Calamity? You blew a hole in the side of the planet and burned most of their remaining energon serves. What did you expect would happen?" Starscream scowled. "Even I'm not sure what's left for us here. What good is there in conquering a world covered in lifeless, blacked out cities?"

"Lifeless? Heh. Life endures, Starscream." Calamity said, turning to look at him. "Many shall remain. Those that stay shall be forced to fight for their survival amongst the wreckage. Cybertron will be transformed into a vast, savage arena. The pillars of society shall fall and the frail veneer of civility stripped away…the strong shall rise. The weak shall be culled."

Starscream stared at him with wide eyes. "Are you insane? We're trying to remake Cybertron into an empire, not recreate the fragging dark ages! I didn't kill my sister in full view of the Seekers just to have the Decepticons turned into a glorified barbarian tribe."

"Watch your tone, Starscream, or-"

"Or what? You'll kill me?" Starscream smirked and crossed his arms. "Kill me and the Seekers will fall on you like Deatheagles. The others aren't so afraid that they won't kill you at the slightest offense. You talking like Galvatron isn't helping at all."

Calamity was very close to beheading Starscream on the spot, but he knew the Seeker commander was right. Destroying a crucial energon plant had declined his already low standing with the Decepticons. They conspire against him, and he knew Starscream was just playing with him by acting like he was loyal. No matter; he'll kill them all and then show Cybertron the true face of a conqueror.

'Not even Ember can stand against me.' Calamity thought. 'She will learn what happens when you mess with a king.'

XXXXXX

Dai Atlas stood in front of the Convocation at high noon, when the sun was at its highest, and Metroplex's atrium was illuminated. He made a declaration to the Convocation, and though many were surprised at this sudden decision, some weren't as shocked as they were disappointed.

"In light of recent events, I hereby resign from this Convocation. I will lead the Circle of Light to a new world, and there we will establish a refuge of peace and harmony." Dai Atlas said to those present. "Those of you willing to lay down your arms and renounce your war mongering factions are welcome to join us."

"We never should've allowed you to join in the first place. All you've done is whine and moan about the problems we're facing and blame Prime without even trying to offer any decent solutions." Torenia said, not even trying to hide her annoyance. "And in case you haven't noticed, most people can't afford to just relocate to the colonies."

"If we up and abandon our global civil services, the people that stay won't have a chance!" Halogen said.

"You've read the report, Atlas." Optimus said. "We've discovered vast reserves of raw energon right beneath the planet's crust"

"Tainted energon that causes madness and uncontrollable fits of violence, the very things we seek to escape from!" Dai Atlas said.

"You mean the same attributes you're exhibiting now?" Torenia remarked.

"Given time, we could refine it." Emirate Xaaron of the First Church said. "That is, if we could keep the giant monster guarding it from waking up."

"You all must wake up to the truth! The real monster has already been unleashed!" Dai Atlas bellowed. "It is fear itself! And it is on the rampage!"

"Quit raving like a lunatic, Atlas, and act your station!" Halogen scolded.

Elita-1 called out to Optimus over the comm. " _Optimus, we're receiving a priority emergency signal from Prowl."_

"Put it on screen."

Prowl's face appeared on the screen, with shouting heard in the background. " _Prime, we need immediate security reinforcements at the spaceport! The civilians are starting to turn on us! We may have a riot on our hands!"_

"Hold things together, Prowl!" Optimus said. "We're on our-"

"You see? Do you see what's happening all around you?" Dai Atlas asked.

"Shut up, Atlas." Optimus said sharply and turned to Elita-1. "I want all available officers to converge on the spaceport-I want that facility locked down now!"

"You and your Autobots showing up armed may cause an even greater panic!" Dai Atlas stepped into Prime's path. "Stand down, Optimus. Let the riot burn itself out."

"You resigned from this Convocation. I'm done listening to your so-called advice." Optimus said in a frosty tone before pushing past Dai Atlas and marching out the door. "Autobots-roll out!"

XXXXXX

"Roger that, Elita-1. I got Prime's message. On my way now, Kup out." Kup sighed and turned to the Dynobots, who were all crammed inside of Sky Lynx's docking bay. "There's a riot about to break out at the spaceport. Sky Lynx and I are needed there. Think you Dynobots can sit tight and stay out of trouble?"

He got a few agitated grumbles in response. "We can help!" Swoop said.

"Oh, I don't think so. Last thing I need is you guys flipping out on civilians if things get out of control." Kup said.

"We said we'd turn ourselves in. that's what we're going to do." Grimlock said. "You do what you have to do. We won't be a problem."

Kup sniffed and took a long drag from his cy-gar. "Glad to hear it."

XXXXXX

At the Starsreach spaceport, things were reaching a critical point, and it only got worse when Optimus, Dai Atlas and Elita-1 appeared. Prow and his team were just barely getting the crowd under control, but things heated up again when Prime entered the scene.

"We're here, Prowl." Optimus said. "We'll get everything under control."

"Don't do anything rash, Optimus." Dai Atlas warned.

"Better think of something fast, sir." Prowl grunted as the people got more violent.

"You damn Autobots-think you can push us around?"

"You can't control us!"

"Please, calm down!" Optimus yelled, raising his hands. "We're not here to-"

Someone tried to rush him, but Prowl quickly took him down with a swipe from his shock baton. "Get back! Give him space!"

"We're had it with you Primes and your state police!"

"You can't stop us all!"

"Citizens of Iacon!" Optimus announced. "I'm not here to hurt you. There's no need for vio-"

A suitcase hit him in the head and the entire crowd immediately went silent. Suddenly, the people who wanted to tear Optimus a new one were now afraid of him massacring them for throwing something at his head. Prow and Elita-1 nearly rushed the crowd themselves, but Optimus held up a hand.

"Enough." His stone cold tone hushed the crowd as he glared at them-not in anger, but in disappointment. "There's been enough hate. Enough distrust. I am not going to hurt you. None of my officers will stop you from leaving." He waved a hand at the boarding platform. "But you will remain calm through the checkpoint. There will be no more threats-no more outbursts. I won't have you endangering each other any further."

The look Optimus gave them all was one of shame and contempt, feelings that were boiling inside of him for a long time. It disgusted him at how quick they were to abandon their homeworld, a home that was on the verge of social collapse.

"Freedom is your right. I believe that with everything that I am," He continued. "And it is your wish to leave-if you care more for your personal safety than the greater welfare of society-then go. Better you're gone than remain here as part of the problem."

Optimus and his Autobots stood off to the side as they watched the rest of the civilians board the shuttles heading towards Cybertron's nearest colonies, planets that weren't cut off from Cybertron during the Rust Plague. Elita-1 saw how tense Optimus was, and knew he was barely keeping himself calm. Dai Atlas looked at Prime and sighed.

"I know that was very difficult for you. But it is the right decision for them." He said, patting Prime's shoulder. "There is great strength in you after all."

Optimus ignored his praise and stared at him. "Does that mean you'll at least stay and help lead those who remain?"

"I didn't give my resignation lightly. You change of heart doesn't change the facts."

"What is the matter with you?" Optimus exclaimed, finally fed up with Dai Atlas. "These people look up to you! They need your leadership now more than ever!"

Dai Atlas made his way towards his personal ship on the far side of the station. "And they shall have it. But not here. Cybertron is over. You war is over. The sooner you realize that, the better."

"My war? My war?!" Optimus stomped up to Dai Atlas and glared him in the eyes. "Don't act like I wanted this damn conflict to happen! Don't act like I want to see my home tear itself apart from the inside out because of the actions of a selfish few-to see my friends, my whole life, past and present, be destroyed because people like you didn't step in when they had the chance! You criticize me for doing my duty as Prime, when all you've done from the Clampdown to now is nothing! The only thing you've achieved as Senator was run and hide while those in power abused those under them!" He growled.

The Autobots watched in surprise as the normally calm and even tempered Prime finally lost his cool. "Tell me, Dai Atlas; what do you think Megatron is going to do once he conquers Cybertron? he plans on enacting his own golden age-a Decepticon empire that will dominate the colony worlds you're running off to and wipe out all life that's not us! Thousands, millions of lives lost, and it will be on our heads if we don't stop this." Optimus went on. "You're welcome to run, Atlas, but it won't change the fact that you turned your eyes and covered your audials when you had a chance to make a difference. For a Knight, you do a damn good job imitating a statue!"

Dai Atlas said nothing, only sporting an unreadable expression, but it was clear that Prime's words had struck a chord. Both mechs stood face to face glaring at each other, before Optimus stepped back.

"Fine then. Go build your glass utopia, Atlas." He said with so much scorn in his voice that even Prowl winced. "Maybe there, hidden away from reality, you can live with you hypocrisy."

"Hypocrisy?" That got a rise out of Dai Atlas. "You know, Optimus, the ancients believed that the Matrix will grant great wisdom to those who proved themselves worthy enough to carry it. Primus help us all that it chose you."

Dai Atlas stepped onto the docking bridge to board his ship, but as he did so, Optimus gave him some parting words that would stay with him for many, many years.

"What you call patriotism, Atlas, is nothing but fear. I can see it in your eyes-you aren't patriotic or noble, you're afraid. Of what, I do not know, but it's so strong that you cannot even lift a finger to help those who cry for help/ just know that your actions have consequences, and in the future, you will know just what consequences they are." Optimus turned his back on Dai Atlas. "Now get off of my planet…and never return."

Dai Atlas glared at Optimus' back as the doors slid shut, and the ivory and sapphire shuttle took off from the station. The Autobots gave Optimus a wide berth as he watched the last of the transport ships vanish into the cloudy sky. That was when Kup arrived.

"Hey, kids! The Calvary's here…" Kup trailed off as he noticed how tense things were. "Did I miss something?"

Hound sighed and looked at Kup. "Yes, Kup, you missed the riot and-Dynobots!" He exclaimed, and pointed his blaster at them along with Prowl and Bluestreak. "Here? Kup, are you insane?"

"Wait! Wait," Kup stood in front of Grimlock. "They didn't come to-"

"We're here to turn ourselves in!" Grimlock said gruffly. "We place ourselves in your custody. "

Optimus forced Prowl and Hound to lower their weapons and walked up to Grimlock, who stood at a startling 38 feet to Optimus' 28 feet, looming over Prime. "I appreciate you and your team surrendering peacefully."

"It's past time we paid for all the deaths we caused." Grimlock said.

"You're referring to the refinery explosion?" Optimus shook his head. "It was Calamity that-"

"It started before that. Long before." Grimlock gave a weary sigh. "We've killed so many people Nominus sent for us after our breakout. Old comrades from the Primal Vanguard, state militia soldiers, bounty hunters, each encounter got worse and it made our already bestial modes more…feral, harder to control. We just wanted to run away from it all…the scowls, the insults, the death…we couldn't take it anymore."

Optimus felt his Spark clench as he saw the legendary mech sag his large shoulders, suddenly looking like a weary old soldier done with life, but still harboring the weight of the world on his body. "All these stellar cycles of running from it all…I'm so tire. It's all got to end now."

Optimus placed a comforting hand on Grimlock's arm. "You were good soldiers once. I give you my word-I'll do everything in my power to help you break this curse."

Elita-1 heard a loud boom go off outside and ran to the window to see one of the shuttles going down in a massive fireball. "Optimus! One of the shuttles just got shot down!"

"Decepticons! Autobots, outside!" Prowl yelled, running for the doors. "Train ordinance on those flyers and protect any survivors! Go! Go!"

"Not this…not now." Optimus muttered. "Kup, we need the Dynobots under cover! I'll lead the-"

The entire entrance hall exploded in a shower of burning metal and sparks from the combined fire of fusion blasts, missiles and hidden artillery fire from adjacent buildings assault the spaceport all at once. The Autobots and Dynobots were scattered and thrown about from the massive bombardment , though Elita-1 was able to protect Optimus and Grimlock from the worst of it.

However things were far from okay as Shockwave, Soundwave, and Blitzwing ran into the shattered station with a platoon of Decepticon soldiers behind them. They began shooting at anything that moved, Calamity was nowhere to be seen, though that was the only bright spot.

"Fire at will, gentlemen. Calamity said no survivors." Blitzwing said, shooting an Autobot in the head nonchalantly. "Let's give him what he asked for."

"I find this highly inefficient." Shockwave said, sounding rather displeased despite his dead tone. "This…reckless slaughter is not something Megatron would have condoned. It's brazen. Wasteful."

Soundwave, who had yet to draw his weapon, said nothing, only nodding in agreement. There was no strategic value in attacking a spaceport and shooting down civilian transports with their cowardly occupants. Calamity was becoming unstable, and Soundwave hoped Nightshade found Megatron before that maniac did irreversible damage.

XXXXXX

Optimus pushed a piece of the wall off him with a grunt and slowly stood up, reaching for his cannon. Elita-1 ran over to him and pulled him to his feet.

"Optimus, pull yourself together!" She yelled. "Something's wrong with Grimlock!"

"Wha-Grimlock, are you all right?" He looked up and his eyes widened as he saw Grimlock groaning and twitching on the floor, a large spike sticking out of his abdomen. But what worried him more was that the Dynobot seemed to be changing into his reptilian beast mode unconsciously. "Get a hold of yourself, Grimlock! Remember who you are!"

"KILL!" Grimlock tore the spike from his chest and slammed his arms into the ground, his body shifting into his alternate mode. Unlike his previous transformations, this conversion was more violent, and his tyrannosaurus mode looked more feral and animalistic than his usual robotic appearance. The berserk Dynobot roared before whipping his tail and brutally decapitating a Decepticon.

"What is that creature?" Shockwave muttered in a rare show of surprise.

"Let's talk, more shooting!" Blitzwing yelled, firing his artillery cannon. "Bring it down!"

Grimlock barely flinched as the Cons opened fire on him, the attacks only serving to anger him further and he charged directly at Blitzwing. The Dynobot crunched the mech's arm in his teeth and threw him around, using Blitzwing's weight to painfully tear his limb off in a gory spray of energon. Soundwave tried to flank him for a surprise attack, but Grimlock spun around and threw the severed arm with such force that Soundwave's vision went to static from the impact against his face.

Optimus and Elita-1 watched in shock and horror as Grimlock mauled and shredded multiple Decepticons with horrifying ease. "My god…" Elita-1 breathed.

"Grimlock, you've got to stop this!" Optimus yelled. "Get control of yourself!"

Grimlock whipped his head, throwing a poor mech right through a window by his arm, and down a very long drop. Elita-1 raised a telekinetic barrier to defend against the stream of intense flames Grimlock spat in their direction. He then swept his head aside, dousing anyone unfortunate enough to be near him in those very same metal melting flames. Sludge and Slag rushed their leader, but Grimlock smacked Slag aside and head butted Sludge in the chest.

Multiple Decepticons tried to run, taking their chances with an angry Calamity than this rabid beast, but Grimlock didn't let them go far, quickly charging them and devouring his way through the fleeing soldiers-dismembering them, stomping on their fragile bodies, incinerating them. Shockwave, who was helping Soundwave to his feet, finally had enough and pointed his cannon arm at Grimlock.

"Decepticons, stand your ground and concentrate fire." Shockwave ordered and firing his multi-phase fusion accelerator. "This creature is strong, but he is not invincible."

Grimlock snapped a mech in half when a purple beam known to tear through whole battalions of hardened Elite Guardsmen hit him in the side, pushing him back and leaving an ugly burn on his armored skin. Growling, Grimlock threw the remains of his kill at Shockwave, who raised his arm to block the sharp remains of his former subordinate as they stabbed into his forearm.

"That…did not go as I expected." Shockwave said.

Blitzwing stumbled over to them, clutching his missing arm. "This is insane! That thing's tearing us apart!"

"We aren't getting anywhere like this. a tactical retreat might be in order." Shockwave suggested.

"Decepticons, retreat!" Soundwave commanded. He and the other surviving Decepticons quickly piled into Astrotrain and took off with their air units.

"We just got our tailpipes kicked in!" Astrotrain raged. "Calamity ain't gonna be happy!"

"We did what he ordered us to do, Astrotrain." Soundwave said, barely able to keep the contempt from his voice as he mentioned their orders. "As far as I'm concerned, mission accomplished."

Back inside the station, Optimus and Sludge were wrestling Grimlock to the ground. Sludge had a hold on Grimlock's legs, while Optimus was holding his jaws shut.

"Damn it, Grimlock, stop this!" Optimus grunted. "I don't want to hurt you…but if that's what it takes…"

Grimlock continued thrashing around for a few more minutes before exhaustion took hold and his growls slowly tapered off. He stopped thrashing and went still, snorting steam from his nostrils. Optimus and Sludge released him when he began to transform, now finally back to normal and in his right mind.

"Now you see…there is no cure." Grimlock panted, falling to his knees. "It can't be controlled."

Kup winced at the utter despair in Grimlock's voice. "There's got to be a way, Grimlock. We have some of the best scientific minds on Cybertron!"

"Kup…" Prowl whispered, but Kup quieted him with a look.

"Don't start with your pessimism, Prowl!" He said. "We can have the guys at Nova Cronum figure this out! They can help you…can't they Prime?"

Optimus didn't provide an answer and he looked around at the carnage, with body parts and corpses lying around a station that was just full of people not an hour ago. This is what Dai Atlas had left behind.

XXXXXX

Astrotrain, along with Ramjet and Thrust, flew over the near empty city-state of Simfur as his occupants repaired their wounds with help from Knockout. The sun had fully set now, and the sky faded into a pitch black canvas covered in stars. A nice reprieve after the massacre of their strike unit.

"Astrotrain, I'm not detecting any pursuers, but we'll cover you all the back to Kokular just in case. Ramjet said.

"We're not heading back, Ramjet," Astrotrain said. "Calamity's ordered all available units to re-route and converge at the Toraxxis crater."

Shockwave looked up from where Knockout was extracting shrapnel from his cannon arm. "Curious. What reason could he have for summoning us there?"

"Word is he found something he wants us to see." Replied Astrotrain.

"A hole the size of his presumption, no doubt." Soundwave said. Knockout snorted.

XXXXXX

"We're all out of options, Prime. It's always coming to this." Grimlock said. He and the Dynobots stood with Optimus a good distance from the carnage ridden spaceport. "We've got to leave this world and never come back."

"I won't accept that. If there's one thing I've learned from carrying the Matrix within me," Optimus said strongly. "It's that there's nothing we can't overcome if we stand together-united."

"I know you believe that. I'd love to believe it, too." Grimlock shook his head and motioned to his energon-stained body. "But the "Matrix" we're all carrying…is only capable of destruction."

"Don't give up, Grimlock. There's great strength in you-I can see it. I believe you and you Dynobots can overcome the beasts within you. But if you make the choice to leave now-you'll never stop running from the fear." Optimus looked at each of the Dynobots as he said this. "You may find somewhere remote to hideout-some place where you won't endanger anyone. But in the end, you can't outrun what's inside you. Stay, we'll face it together."

The Dynobots were quiet after that, unable to really say anything against a speech that passionate. Grimlock chuckled and patted Optimus' shoulder. "Kup was right. You aren't like the other Primes. It…would have been an honor to serve under you-sir."

Grimlock saluted Optimus and his Dynobots followed his actions. Then they all entered the ship one by one. Grimlock spared Optimus one last look before the hatch closed and the ship took off, leaving Optimus alone at the station.

'Alone.' Optimus thought. 'That seems to be happening to me a lot lately.'

XXXXXX

"Looks like the guys stared the festivities without us!" Astrotrain quipped as he touched down near the crater.

The group came just in time to see multiple Seeker squadrons swooping down on the crater dropping cluster bombs down into the giant hole. The ground trembled from the explosions peppering the crater, and when one squadron flew away, another would replace them. Even Shockwave was at a loss for words at Calamity's strange actions-it was like he was waging war on the planet itself.

Astrotrain landed and his passengers disembarked, with Soundwave and Shockwave heading straight for Calamity. The warlord stood at the edge of the crater, watching the seekers drop bombs into it.

"What is the meaning of this, Calamity? We have suffered a very vexing defeat." Shockwave said. "What possible business could we have here?"

Calamity raised his arms in a grand gesture towards the crater. "The attack on the space port was merely to fan the flames of panic throughout the populace-to show them that there is no escape from what I'm about to unleash."

"And what precisely might that be?" Soundwave asked his unease growing.

"Something the erstwhile Autobots uncovered for us…something primal and uncontrollable. Something that will bring this hollow civilization crashing to its knees!"

The ground began to tremble violently, and that uneasy feeling Soundwave had evolved into a full blown fear. "I'm detecting violent seismic activity throughout the sub-strata. Massive tectonic event imminent!"

"Calamity," Shockwave's voice was now a mix of fear and anger. "What have you done?"

"I have broken the locks. Released the chains. And aroused a wrath so terrible that this world will never be the same." Calamity smiled.

Deep within Cybertron's crust, the sleeping beast that lay dormant under Toraxxis began to awaken. The glyphs along its massive body that held it in place stopped glowing and faded from its black skin.

"You are witnessing the dawn of a new age…where the Decepticon ideal-survival of the fittest-will reign for a thousand generations!" Calamity's voice rose as the quakes became more violent, and the ground began to break apart. "The purer world Megatron once envisioned could never have been won through political control or subversion! It could never have blossomed upon the desiccated husk of a bloated city!"

Soundwave and Shockwave could only look on in shock as a massive, dark purple saurian beast rose from the crater, each movement it made seemingly taking an eternity.

"No…the future we forge will be born of fire and terror. It will rise from the trembled ashes of the old world, and none shall stand against it. And in the face of utter ruin…the strong, at last, shall rise."

The beast raised its head and gave a mighty roar that could be heard from Iacon to Kaon and felt all the way down to Vector Sigma. Cybertron, for the first time since the primordial age, has heard the howl of Trypticon once again.

* * *

 **Here's another chapter in Descent. Sorry it took so long, I wanted to finish up another one of my stories before working on this. But now that SMT is done, I can focus on this and another one of the "other" stories. Not much I have to say here, aside from please visit the official website of Transformers Titan, link is in my Archive of My Own profile, Saya444. Thanks for reading and your support, and please leave a review.**


	10. The Illusion of Control

Chapter 10-The Illusion of Control

Once again, Alpha Trion was found waiting in his quarters, but Optimus didn't bother trying to figure out how he got in this time. He sat at his desk, brooding, raging silently at how things went so out of control. He was seconds away from punching something, so he stayed sitting at his desk.

"You fear that the center cannot hold. Dai Atlas, Grimlock, countless others have left this world behind, and you feel as if you've failed them. You're angry at yourself." Alpha Trion said calmly.

Optimus exhaled air from the intakes in his face plate. "Yes. It's all breaking down. I led them all to this, Trion…"

"Did you? We all make our choices." Alpha Trion replied. "Have faith, Optimus…a leader's job isn't always to make determinations for his followers, but to teach them to make their own. Sometimes these lessons take a while to sink in."

"Perhaps." Optimus grumbled. Then he shot up and punched the wall hard enough to crack it. "Or perhaps I'm angry because they've all broken free while I'm chained here-unable to perform this impossible duty. Unable to do a damn thing when it matters most, just like…"

Optimus went silent, and Alpha Trion wisely kept silent about the very sore memory in his past. "You're frustration is understandable, but I know you don't really-"

The comm-unit beeped, cutting into their conversation, and Elita-1's voice filled the silent room. _"Optimus, we need you in central control!"_

"Not now, Elita!" Optimus growled.

" _Optimus,"_ There was something in Elita-1's voice that caught his attention. " _It's bad…"_

"What is it? What happened?" He asked cautiously.

Elita-1's answer worried both Optimus and Alpha Trion. _"It might be the apocalypse."_

XXXXXX

Optimus thought he had seen everything when he found the Matrix and awakened Metroplex on his command. But now, as he saw the giant form of Trypticon mowing down a path of destruction through Harmonex, he vowed to never count his Sparks before they ignite.

Autobot scouts immediately caught sight of the massive beast as it slowly walked out of the ash covered lands of the irradiated hot zone and headed straight for Harmonex. No one knew what it was, but Optimus had a feeling that Metroplex wasn't the only Metrotitan walking the surface of Cybertron anymore.

"Calamity and the Decepticons showed up out of nowhere and carpet bombed the area with seismic charges." Raz said. "There was nothing we could do but retreat."

"You did the right thing, Raz." Optimus reassured her. It was hard to predict Calamity's savage mind, and he was only getting worse as time went on. Where the hell was Megatron during all this? "If there's any hope of stopping this creature, it'll take all of us working together."

Prowl called up the Aerialbots. "Silverbolt, what's the situation where you are?"

At ground zero, Silverbolt followed the trail of chaos Trypticon had left in his rampage. The beast had already knocked over and trampled multiple buildings in his path, not caring about anything else. Nothing seemed to stop the massive Titan, and it was fortunate for the city-states of Gygax and Uraya that Trypticon didn't stay to knock over a few buildings to work out the kinks.

" _The creature is heading towards Harmonex, sir! Civil authorities are trying to evacuate the neighboring Torus cities, but this thing is really moving!"_

"Harmonex is lost already-but maybe we can slow the beast down. Ironhide, assemble a full strike team. We'll need everyone." Optimus said.

Ironhide saluted him. "You got it, boss."

"Magnus, we'll need as many industrial grade phase charges, grav-inhibitors, and fusion borers as we can scrounge."

"Right away, Prime."

"Even with all that attention, we may not even get that thing's attention." Raz said worriedly.

"What happens if we don't?" Elita-1 asked, afraid of the possible outcome. They had nothing that could combat a Titan that could stomp a group of Omega Sentinels into scrap. "If we can't stop it?"

"I don't have a plan yet, Elita." Optimus said tersely, clenching his fists. "But I'm working on it."

XXXXXX

As the strike teams were gearing up and preparing to mobilize, Optimus used his time to travel deep into Metroplex's interior, all the way to the inner chamber where the Titan's brain module was located. It was dark, with the walls lined with glowing blue power lines on the walls. Optimus knew time was short, but he needed to know what he was dealing with. Hopefully Metroplex was old enough to know what that monstrosity was.

"Metroplex? I came here to…" Optimus paused. "I must as for your aid once again."

" **I am here, old friend. And I have been watching."** Metroplex's voice reverberated around him.

"Then you know of that creature that has been unleashed?"

" **It is a terror from a forgotten age-the spawn of Mortilus. A vast mindless engine of destruction. I knew him as…Trypticon. Many ages ago I fought to subdue the beast. I was there when I was sealed away beneath the world."**

Optimus wondered how many other secrets from Cybertron's distant past might wake up to kill them all. It seemed like every myth save the Thirteen Primes themselves was out to annihilate modern civilization. "Then please-stand with us. Help us defeat it as you did before!"

" **I would, old friend, but my energon reserves have run perilously low. I fear I don't have enough energy to assume my true form. I cannot help you."** Metroplex said in a resigned tone.

Optimus closed his eyes in disappointment. "Then it is as I feared. We must face Trypticon…alone."

XXXXXX

Within the mighty Kokular fortress, Calamity watched Trypticon tear through whole cities, carving a path of death and destruction in his wake. Watching the ancient titan cause massive amounts of destruction to his hated enemies was a lovely show to start the night off and he couldn't help but cackle madly at the spectacle.

"Yes…yes! Destroy! Grind it all beneath your rage!" He bellowed. "Let the weak tremble and scurry like the techno-roaches they are!"

Unfortunately, his fun was cut short when Starscream ran into the chamber, a look of rare panic on his face. "Calamity! We have an emergency!"

"I told you I was not to be disturbed, Starscream!" Calamity growled, whirling around on the Seeker.

"My apologies, but the fortress is under attack!" Starscream said.

"What? How? Who the hell is attacking the fortress?" He roared. "And how did they bypass our perimeter forces?"

"I don't know how, my lord, but I do know what." Starscream pressed a button on the tactical monitor and showed camera footage of a swarm of large robotic insects flying around attacking the battlements. "Insecticons."

"Insecticons…why…" Calamity shook his head and grabbed his battle shield. "Nevermind. Gather your Seekers and blast those damn bugs out of the sky. And where the hell is Soundwave?"

"Coordinating the counterattack, Calamity. We're already taking out the swarm, but they're very persistent." Starscream replied.

Calamity rolled his eyes and pushed past Starscream. "Must I do everything myself?!"

As he walked past Starscream, he failed to see the mech's smirk as he marched through the door.

Marching down the hallway, Calamity charged up his fusion cannon and made plans on how to repel this surprise attack. He had no idea what caused the Insecticons to attack, but he was going to make them regret ever seeing the spires of Kokular when he was done with him. With any luck, he could also discreetly take out Soundwave. He was getting too bold for his liking.

But as he reached the front courtyard of the fortress, he was greeted by an unexpected sight. Instead of Insecticons attacking the Decepticons, both sides were standing in formation, with Insecticon flyers perched on battlements and turrets and the soldiers all staring at him with unreadable expressions. He looked forward, first catching sight of Nightshade and Lugnut, before his gaze fell upon the figure in the center-a silver and black mech with an obscenely long and wicked looking arm that did not fit him.

"It's nice of you to welcome me home, Calamity." Megatron said in a chilling, cold tone. "And in person too. I didn't know you were so considerate."

"Megatron?" Calamity whispered in shock and a little fear. He was dead, he threw him into the heart of the Sea of Rust! "Is that you?"

"Here's a hint!"

Megatron threw the cloak off his shoulders, revealing a sleek black and red fusion cannon on his arm before pointing it at Calamity and firing. Calamity, still in shock as seeing what he thought was a ghost, had his entire left side destroyed by the fusion blast in a single short and he fell to the ground in a smoking heap.

"H-How…how…?" Calamity wheezed. The blast was inches from his Spark, and many vital components were damaged, but he was still alive. Megatron took his sweet time to walk over to Calamity, standing over him. He leaned down and taunted the fallen warrior.

"Looks like it hurts. You may think it unfair of me to challenge you in your weakened state." Megatron smirked, blowing the smoke from his cannon. "Consider us even."

XXXXXX

The city-state of Harmonex was the planetary center for learning and art, home to the beautiful crystal lattices of the Helix Gardens, composed of crystals produced locally that hummed a frequency that could not be copied by any cybertronian. Sure, there were many people native to Harmonex who were mostly arrogant and narcissistic but at least they knew what they were doing most of the time.

Now all of it was in danger of being brought to the ground by Trypticon.

"The city's been evacuated-but it won't survive what's to come." Optimus said solemnly. He and his team stood on the outskirts of Harmonex on the observation decks of one of the communal areas. They had a clear view of the cityscape and the black form of Trypticon could be seen only a few miles away.

"I've only been here once, before all this happened. Chromia told me about the lithic crystals that thrummed in perfect harmonic frequency. She said they were a sight to see and could lull you to sleep even if you were in the heart of Iacon." Elita-1 said wistfully and shook her head. "How much more can we bare to lose?"

"We'll never hear its music again, but if we don't get this done, we'll lose everything." Ultra Magnus said. "I'm sorry, Elita-1, but without Metroplex, we're out of options."

"Our heaviest ordinance may not hurt the thing, but we can use the city-center as our weapon." Optimus said.

"I know you're right, Optimus…but this feels wrong somehow." She sighed.

"I understand, Elita, but this must be done." He replied sadly and called the other teams. "Special teams-is everyone in place?"

" _Aerialbots maintain altitude, Prime!"_ Said Silverbolt.

" _Heavy weapon units in position, boss!"_ Ironhide hollered.

" _Harassment team revved up and ready to go, sir!"_ Prowl reported.

"It's time, then. We'll only get one shot at this. Stay focused, and remember the plan." Optimus told everyone. "Autobots-roll out!"

When Trypticon broke through the city limits, that's when the Autobots mobilized on all fronts. As the Titan's massive bulk started knocking over buildings in his way, on the ground, Sunstreaker's high-speed unit raved through the empty streets towards the beast. His bright yellow and black color scheme was enough to catch Trypticon's attention as the racers used their skills honed from Underground Street racing to speed between the beast's legs.

"Yeah! He didn't see us coming!" Rodimus hollered.

"Prime, we got his attention!" Sunstreaker reported when he saw Trypticon slowly turn towards them. "We're luring him into the target zone!"

" _Roger that, Sunstreaker."_ Optimus said. " _Ironhide, you're up!"_

Positioned on one of the platforms along the side of the Harmonex Senate Citadel, Ironhide's team heft large positron cannons onto their shoulders in anticipation for the giant monster being lured their way. "Big sucker's almost in position! Weapons teams-prep fusion borders and get ready to fire on my mark."

" _Roger that, Ironhide."_ Optimus confirmed.

" _We're ready here."_ Silverbolt reported.

As soon as Trypticon's massive head peeked around the corner and his giant form came into view, Ironhide's team opened fire with a barrage of concentrated neutron fire and white hot plasma bursts that caught Trypticon in the face. The assault infuriated Trypticon, who roared a deafening howl that could be heard for miles and stomped towards his attackers. Seeing that they got his attention, Ironhide, Prowl and the others disengaged and hopped into the dropship that was going to ferry them away from ground zero.

"Aerialbots, now!" Ironhide shouted.

"Weapons free!" Silverbolt ordered his team as they flew at Trypticon and unleashed a heavy missile barrage of their own-but not at Trypticon. Instead, they were shooting at the base of the Citadel behind him!

A concentrated assault of powerful aerial bombardments directed at the Citadel shattered its foundations in powerful fiery bursts, disrupting its center of balance and causing it to topple over. Trypticon roared as the massive building slammed into him and collapsed right on top of him, sending him to the ground with a hundred tons of debris crashing down on him. The ground shook and a thick cloud of smoke rose into the air. The impact could be felt all over the city.

"Holy slag." Rodimus breathed as he watched the spectacle from the rooftop of an apartment building.

Optimus, Elita-1 and Ultra Magnus watched the chaos from the command post. The rose colored femme gave the most crucial question once the building had finished crumbling to pieces. "Did it work?"

"Does anyone have a visual?" Optimus asked. "Is the target down?"

At the crash site, Ironhide's unit deployed from the dropship and made their way over the massive pile of debris. The smoke hadn't cleared up yet, but they weren't going to wait a minute longer.

"I'm movin' in to inspect, Prime." Ironhide said. He saw one of Trypticon's large claws sticking out of the rubble, but nothing else."The target's definitely down, but I wanna make sure it stays that way."

XXXXXX

Calamity's broken, smoking body lay bleeding heavily on the ground of the very courtyard where he publically debased Megatron and his goals. Megatron relished the sight of this pompous barbarian groaning in agony at his feet. He even had Laserbeak take a couple of pictures of this wonderful moment, just for the historical records. Still, time was short and he had been away from current events for too long. It was time to bring this show to its end.

"Where do you think you can crawl to?" Megatron asked, lightly kicking Calamity in the side. "There's no escape from this reckoning, Calamity. They'll be no trial, no inglorious exile for you."

"Damn you!" Calamity shot up and lunged at Megatron, slamming into him and pushing him into the wall so hard it cracked. "This isn't possible! You were beaten…broken!"

Megatron grinned. "Not where it counted."

Megatron slugged Calamity in the face and threw him to the ground, stomping hard on one of his legs on the knee to shatter the joint and reached down to tear Calamity's shield cannon from his arm, tossing it aside. Stomping hard on Calamity's face, Megatron pondered how he could make his enemy's death as humiliating and agonizing as possible. Then he had an idea.

"Hun-Gar, I promised you and your Terrorcons a share of the spoils when I retook what was rightfully mine…" Megatron pointed to the mortally wounded Calamity. "Well…now you may feed. And be sure to make it slow, so that he savors this inglorious defeat."

"With pleasure, Lord Megatron." Hun-Gar growled as he and his Terrorcons encircled the former Polyhexian warlord.

"No…please…" Calamity begged, trying to crawl away from them with only one working arm and leg.

Unfortunately for him, he didn't get very far as the Terrorcons leapt at him with teeth and claws bared. They each grabbed different parts of his body and tore into him, tearing apart armor and metal to get to the carbon fiber sinews of his innards and components. They made sure to avoid anything vital so that he was still conscious while they devoured him slowly from all sides, taking huge, painful chunks out of his body.

'That felt good.' Megatron thought. After watching a little moment longer, he turned to his soldiers. "Well then, where were we?"

Starscream was the first to step forward, bowing to Megatron. "We are so pleased to have you back, mighty Megatr-"

"Do not speak unless spoken to, Starscream. No amount of ass-kissing will hide your lack of activity in this little failed coup of Calamity's." He said and called Knockout and Shockwave over. "You two, make preparations to retrofit a new arm and fusion cannon for me immediately. I've worn the wreckage of the Sea of Rust long enough."

"As you will, Lord Megatron." Shockwave said and went back into the fortress to make preparations.

"Now…" Megatron rolled his neck and turned to address Nightshade and Soundwave. "Somebody tell me what's been done to my world."

XXXXXX

Ironhide thought, for just a few seconds of optimism, that they had won. Dropping the Harmonex Citadel down on Trypticon and burying thousands of tons of rubble on the Titan should've been enough to at least immobilize him. But before they could confirm the kill, they were assaulted by a horde of new assailants that appeared from under the debris. They were large draconic beasts that crawled out of the pile of stone and metal, seemingly from Trypticon himself and attacked the strike team en masse. The Autobots opened fire on the beasts and were immediately swarmed by them on sight.

"I'm getting too old for this slag!" Ironhide yelled. "What the hell are these things?"

"The same monsters from the beast's prison. We assumed they were indigenous to the cavern beneath Toraxxis," Ratchet ducked under a dragonoid that lunged at him and fired his laser clip into its underbelly before scrambling back to Ironhide. "But it looks like they're being manufactured within Trypticon's internal foundries!"

"Prime, if Ratchet's right, we're gonna get overrun fast!" Ironhide called in. "We're in deep trouble here!"

"Understood, Ironhide!" Optimus replied and looked at Ultra Magnus and Elita-1. "Hold the line, I'm on my way."

"You? What are you planning to do, Prime?" Ultra Magnus asked.

"To do something risky, Magnus. You two stay here and maintain contact with our forces." Optimus said as he quickly mounted a nearby sky dart and rode it towards the battleground.

Meanwhile, things at the fallen Citadel were only getting worse for the strike team as Prowl noticed something. "Ironhide, I think it's waking back up!"

"No, no, no damn it!" Ironhide leaned back to avoid getting beheaded by a large set of claws and split his attacker's head with his axe. "We need to fall back!"

The rubble began to shake before a large form rose from it. Glass and steel beams fell from Trypticon's head as he slowly stood up, pushing everything and everyone off him as he stood to his full height. Seeing the Autobots at the corner of his eye, Trypticon looked down and fired a huge ice blue beam from his mouth. The beam caused a mighty explosion that blew away anyone unfortunate enough to be near it and left a deep crater in the already ravaged street. Some Autobots were killed instantly, others severely wounded as a towering pillar of flames engulfed the area. Trapped beneath some debris and barely conscious were Ironhide and Prowl, whom Trypticon caught in its sights and prepared to crush them underfoot.

"Trypticon!"

Trypticon turned his attention to the newcomer, and almost immediately he sensed a strong, familiar aura from the red and blue mech. It was Optimus Prime, and in his raised hands was the Matrix of Leadership.

"Whatever you are…wherever you came from…if you did walk this world in ancient times, then surely you must remember this!" Optimus held the ancient relic to Trypticon's increasingly angered gaze. He tried to open the bauble, pulling hard on the two handles to release the power the Matrix held, but it didn't even budge for him. "Please, open…unleash the power we need now more than ever! Damn it, open!"

Trypticon's eyes narrowed as he saw the Matrix. He remembered it very clearly…it was but a jewel on the hilt of a powerful sword belonging to the mech who sealed him deep within the planet. His rage growing, Trypticon swung his tail into the ground and shattered the street in a single strike, sending Optimus into the air. He flew back almost a mile, slamming into the side of a building before hitting the ground. By some miracle, the Matrix was still in his grasp as he hit the hard, uneven ground at high speeds, but before he could recover, a large shadow fell over him. Looking up, Optimus saw the bottom of Trypticon's massive foot before everything went dark with a resounding thump.

XXXXXX

In an ironic twist of fate, the Matrix was the reason Optimus survived a two mile tall monster stomping on him; forming a protective shield around his body at the last minute. Even still, he didn't make it out unscathed. Optimus' body lay at the bottom of a deep crater, broken and hovering on the verge of stasis lock. Everything hurt, and he couldn't feel his body, much less move it.

'How could it end like this? After all the strife, all the sacrifice…believing that my leadership would at least make some kind of difference.' Optimus thought forlornly, his optics flickering. 'What if Dai Atlas was right? What if the Matrix was wrong to choose me?'

As he thought this, he felt the Matrix's presence strengthen. He wasn't touching it, but he could feel its warmth. Yes…the Matrix was life. And where there is life, there is hope. He was chosen for a reason, and no one can deny what the Matrix chooses to do…not even him.

"You look like scrap, Prime."

Optimus opened his eyes and tried to painfully sit up, staring up at a fully repaired Megatron standing over him. "Megatron…?"

"I had to see it with my own eyes. I left my Decepticons because I didn't want to be devoured by that thing." Megatron looked at Trypticon in the distance, then turned back to Optimus. "A good leader should look after those that invest in him, wouldn't you agree?"

"I'd agree…that in your own way…you're just as monstrous as Trypticon." Optimus groaned, trying to remain conscious.

"Sanctimonious to the last. You're wrong about me. I've been nearly disposed of by some backwater warlord who thought he could usurp me, hence my unexpected vacation in the Sea of Rust." Megatron leaned down until he was staring Optimus in the eyes. "Whatever our differences were, I would never have released such a best. It was never my intention to bring devastation to this world. Only justice. Order. That is something you and your vaunted Matrix has failed to achieve."

"It's…not over yet…Megatron." Optimus grunted. Megatron smirked.

"I should kill you right now. For the second time, no less. But I want you to watch as I stand against this monstrosity and do what you never could."

"No!"

To both Prime and Megatron's surprise, Grimlock rushed at Megatron from the side and slammed into the Decepticon leader, hitting him like a mag-train at full speed. "You always did talk too much, Megatron."

Megatron dug his feet into the ground to anchor himself and swung a fist into Grimlock's jaw. "You had the strength, the potential for greatness, Grimlock, but you always kept your savagery in check. Against me, that will cost you!"

He threw a punch at Grimlock's face, but Grimlock grabbed his arm and threw him into the ground. Optimus felt his vision waning, watching as Grimlock slowly led Megatron away from him with a brutal brawl.

"Grimlock," Optimus rasped, losing strength in his body. "Remember…who you…are…" Optimus finally went still as he fell into stasis lock.

Grimlock and Megatron fought furiously amidst the ruins of Harmonex's city square. They tumbled through debris, punching and kicking, dealing blows that would drop a weaker bot. Megatron attempted to use his fusion cannon but gave up when he realized that Grimlock wasn't going to be far enough away for him to use it. Grimlock didn't even attempt changing forms, knowing that Megatron would gain an advantage and use his bestial alt mode against him.

"I thought you wanted this world to burn, Grimlock. I thought you were sick of the Primes and their political slaves after what happened to your team." Megatron said as he blocked a punch from Grimlock. "Where was that hatred you garnered for your former comrades, the ones who abandoned you in the pursuit of bettering their own agendas?"

"I still hate them with a passion, but compared to your army of thugs and lunatics, I'll take my chances with the Prime who's willing to help us!" Grimlock drew his sword and swung at Megatron's head, missing as Megatron ducked under his blade and leaping back to block a forward thrust from Megatron's own arm blade.

"Then you're no better than those fools who think he's the next Nova Prime!" Megatron snarled, glaring into Grimlock's blue visor.

"And you're no better than Zeta!"

Grimlock head butted Megatron and kicked him in the chest. Megatron stumbled back and fired his fusion cannon, though he missed when Grimlock used his blade to deflect the beam into the side of a building. Spinning around, Grimlock got through Megatron's guard and brought his sword down on his enemy's head. Acting quickly, Megatron reared back and grabbed the glowing blade with his left hand, the sharp energized blade digging into the carbon fiber armor of his palm. He tried to angle his fusion cannon into Grimlock's face, but Grimlock grabbed his arm and positioned it away from him with a strong grip.

They were stuck in a deadlock trying to overcome one another through brute strength alone. The ground cracked under their feet from the pressure they were putting into their legs to overpower each other, but neither mech was giving in. The deadlock was only broken when a large shadow covered the area, and they looked up to see Trypticon's head rapidly approaching.

"Oh, frag." Grimlock groaned.

Faster than either of them could react, Trypticon snapped his head down and clamped his jaws over the two mechs, ripping a chunk out of the street in the process. Then it stood back up and continued on towards his destination…Iacon.

XXXXXX

In all his mega-cycles of life, Megatron had never expected to end up being swallowed whole by some ancient monstrosity with a chip on its shoulder. Then again, he never thought that he'd rely on the counsel of a psychotic scientist to survive the Sea of Rust's horrors. Megatron knew to expect the unexpected, but this was a bit much to brace for in such a short time.

"Life…has taken strange turns lately." Megatron commented, looking around at the pitch black cavernous belly of Trypticon. "Lost here within the belly of the beast…but I still live."

Once Trypticon swallowed both him and Grimlock, they descended into the dark depths of the Titan's belly, narrowly avoiding falling into the giant incinerators as they hit the floor. It was hot, it was dark, and it felt like what hell would feel like if it existed. There was noise echoing all around them, mostly the sounds of Trypticon's internal mechanisms operating at full capacity, as expected for a cybertronian of his immense size.

Grimlock growled as he got to his feet. "Not if I can help it, Megatron."

"We've been swallowed by a titanic primordial horror and all you can think to do is fight me?" Megatron said.

"Yup." Grimlock ignited his energo sword and got into his battle stance.

"I always admired your single-mindedness, Grimlock, but that's about it." Megatron said, rolling his newly repaired shoulder to get rid of the lingering stiffness. "You picked the wrong day to anger m-"

The air was suddenly filled with bestial screeches and howls from the darkness around them. Megatron and Grimlock looked around and saw dozens of red eyes in the distance glaring at them, with more converging on their position.

"It's those dragon-beasts! They're inside Trypticon's superstructure?" Megatron exclaimed.

"You sound scared." Grimlock said. Megatron snorted.

"Please. But if we're going to get out of this alive-we'll have to work together."

"Fine." The Dynobot leader huffed after a few seconds. "But as soon as we're clear-I'm gonna end you."

Megatron grinned. "I look forward to you trying, Dynobot."

The dragon-beasts charged at the two warriors at once like a parade of savage beasts from Cybertron's prehistoric era. Grimlock ran forward and began cutting them down in large droves, swinging his sword in wide arcs to keep them from getting too close. Megatron fired his fusion cannon repeatedly, and also cut down any beasts that got too close to him. Together, they killed large swaths of beasts and did a good job of tearing apart the first wave, but things took a turn as the large draconoids appeared.

"There's too many of them!" Grimlock sliced a draconoid's head in two, only for another one to ram into him from the side. He tumbled over his feet and fell close to a ledge with a very long drop, and Megatron joined him seconds later.

"Hold your ground!" Megatron continued to fire his fusion cannon, but he couldn't handle the entire horde alone, despite his considerable firepower. "Don't let them push us ba-"

A draconoid barreled into them in a fast charge, knocking Grimlock and Megatron over the edge and into the dark abyss below.

XXXXXX

Back outside, Elita-1 and Ironhide's teams hid in an alleyway as Trypticon lumbered past them. It hadn't stopped its stroll through Harmonex and was on a warpath for Ultirex.

"Something's got Trypticon's attention all of a sudden." Elita-1 noted, nervously fingering her photon rifle. "Ironhide, what's he turning towards?"

"He's turning west, Elita-1, and heading for Iacon!" Ironhide said.

"No…it's Metroplex he wants." Elita-1 frowned. "Looks like Trypticon's itching for round two-" She gasped as she saw a damaged form in one of Trypticon's footprints. "Optimus!"

Elita-1 ran into the street and leapt into the crater, throwing aside her weapon to see to her lover. Ultra Magnus, Ironhide, and surprisingly the newly arrived Dynobots (who popped up just in time to haul Ironhide's team out of the assault of draconoids attacking them). she gently held his broken boy as she looked him over. "He's in stasis."

"This isn't good." Swoop said. "What happened? I thought Prime was gonna use the Matrix's power to fry that monster."

"I'm no expert in the Matrix, Swoop, but it's not something you can use on a whim. Just as it chooses its Prime, it also decides when its power can be used. Optimus took a gamble trying to use it against Trypticon." Elita-1 explained.

Ultra Magnus dug through the rubble and pulled out a completely undamaged Matrix, handing it to Elita-1, who reinstalled it into Prime's chest cavity. As soon as it was reconnected to Optimus' supply nodes, its energy began flowing through his body once more. "Prime's in bad shape, and I don't see Ratchet anywhere. If we don't help him soon…we may lose him."

"What does it matter now? There's no way we can beat that thing." Snarl said hopelessly. "It'll devour the whole world, just like it devoured poor Grimlock."

"Don't give up yet, Snarl. Optimus taught me that there's always a way if you hold on to hope. Hope will always keep you moving forward when you lose everything else. It's what won us the war against the Functionists, and it will help us here." Elita-1 said strongly, holding Optimus' head in her lap. "I believe that. I believe in him."

XXXXXX

Megatron quickly grabbed the ledge and then grabbed Grimlock's hand to keep him from falling. Grimlock's significantly heavier weight threatened to send them both falling, but Megatron wasn't known as a gladiator champion for nothing. Grimlock could do little else but hang on, though he felt his grip slipping.

"Megatron…I'm slipping…" He grunted.

"Oh no, you don't get off that easy, Grimlock. Odds are, I'm going to need you to get out of here." Megatron said.

"Fair enough."

Megatron heaved and managed to lift Grimlock back onto the ledge. That was when he noticed a giant orb connected to two power conduits of bright orange energon situation not too far from them. "Look! It's a massive plasma core! This must be the power base of Trypticon's refinery!"

"And those tanks are full of volatile energon from the cisterns beneath Toraxxis." Grimlock said. "That stuff heightens aggression, boosts you power levels…and he's been feeding off it for millions of years."

Then Megatron had an idea. "Then perhaps he's tasted enough. If we destroy this core, we can throw Trypticon's power circulation out of control and send him into stasis. Think you can do that?"

"Shut up and cover me." Grimlock picked up his sword and hopped down to the lower level below them, running for the tanks. "I'll do what needs doing!"

"Then you better make it fast!" Megatron said as the draconoid horde charged at him. The things he did for survival.

XXXXXX

Ultra Magnus watched the combined air forces of Iacon and Rodion attack Trypticon with everything they had, firing missiles and dropping bombs down on the Titan's head, though they did very little. Already a third of the joint forces were wiped out when Trypticon used his fire breath to annihilate the opposition. It seemed like the closer he got to Metroplex, the less concerned with wiping out the flyers assaulting him he became. The chance at snuffing out his ancient nemesis was too great to waste time on swatting flies.

"There's not much more we can do here." Ultra Magnus said to the team. "We need to order a tactical withdrawal."

"These dragons are still swarming us, Magnus." Elita-1 said. "Should we just leave them to-"

"They're a distraction! If we don't start acting strategically, Trypticon will flatten Iacon!" He said, earning a glare from Elita-1.

"Then how about you think of a strategy to keep these things from chasing-down!" Elita-1 leapt back as a wide-mouthed dragonoid snapped at her. It hopped off its perch and chased after her, jaws wide open. As it pounced at her, its body was incinerated and torn apart by a flaming sword that ripped it in half from behind.

"Pull it together, Autobots." Snarl shouted, cutting off his flame thrower. "Get back in the fight!"

Sludge looked confused. "But Trypticon's too strong for our weapons."

"Yeah," Snarl agreed, smirking. "But he could be killed from the inside."

"What?"

"Grimlock's in there somewhere. And I guarantee you, he's still fighting." Snarl glanced at Elita-1. "Because I believe he can do this. I have hope."

XXXXXX

Grimlock roared as he stabbed his sword into the first tank and slashed it open, causing gallons of corrupted energon to burst forth like blood from a ruptured organ. Grimlock was doused in the vile liquid and almost immediately he felt his sanity begin to wane.

"No…" He groaned, clutching his head. He felt his primal instincts rise up and his body started to mutate again…he could feel that gnawing feeling in his body…the hunger…

"Grimlock? Fight the energon's effects you fool!" Megatron yelled at him. He ripped the head off a draconoid and used its horns to stab another dragon in the face. "Destroy the remaining tank or it's all over!"

Grimlock snarled, his face plate retracting to reveal his teeth and spitting scalding hot steam from his mouth.

"Fight it, damn you!" Megatron was almost overrun by the beasts, too many for his fusion cannon to kill. "Remember who you are!"

"Remember…" Grimlock did remember that word…yes, he was…born in Simfur…a warrior…Dynobot…he was no monster…he was…he was… "I…am…GRIMLOCK!"

With a mighty roar, Grimlock slashed apart the last tank, draining that reservoir of energon and causing a massive power failure that caused a chain reaction in Trypticon's power system. With its destruction, energon couldn't flow properly, thus robbing Trypticon of much needed power his massive body required just to move. And the effects were immediate.

XXXXXX

The Autobots were surprised when they saw Trypticon groan and stumble, stopping short in the vast steel planes between Rodion and Iacon. He choked in pain, before falling onto his side, crashing to the ground with tremendous force that shook both cities to their foundations. He tried to move, but with the lack of energon flowing to his limbs, his systems were quickly failing one by one, and soon he stopped moving altogether.

"Grimlock…he did it." Kup said in awe. "I don't have a damn clue how, but he shut it down!"

"Who cares how he did it, that thing's down for the count!" Ironhide grinned. "Guess we're livin', gentlemen!"

"Not all of us…"

Everyone turned to Elita-1, who was kneeling next to Optimus' body. "I don't know if Optimus is going to make it."

"That Matrix you all put so much faith in is no substitute for real strength…"

The Autobots spun around and pointed their weapons at the oncoming silver tank driving away from Trypticon's body. It was Megatron, who changed forms and stared at Optimus scowling. "Clearly, your Prime has learned this lesson the hard way. And without him…you Autobots are nothing."

"Don't make a move, Megatron." Ultra Magnus said, leveling his combat rifle at his chest. "You're under arrest!"

"Ha! You have it wrong, Magnus. You are the one at a disadvantage here." Megatron pointed to the two dozen Seekers hovering above his head. Nightshade swooped down and landed beside her leader, pointing her laser crossbow at Ultra Magnus. "As you can see, you are hopelessly outnumbered. Your forces are nearly depleted of weapons and ammunition and none of you are in any condition to fight any further. But…I respect what you fought for today."

In a surprising move, Megatron ordered his Seekers to lower their weapons and stand down. "In honor of that, if you depart now and leave Trypticon to me-I'll let you live to fight another day."

"You're delusional, Megatron! You may have outgunned us, but there's no way in hell we're leaving this monster in your hands!" Ironhide yelled.

"Let 'em have it." Grimlock came onto the scene, limping over to the Autobots in his beast mode. "Without all that rage juice, ol' Trypticon's nothing more than a giant heap of scrap."

"True enough. But what of your vow to "end me", Grimlock?" Megatron asked. "Is there no rage left within you, either?"

"Rest assured-we'll settle the score, but it'll be me who chooses the arena." Grimlock promised. "You, Autobots, help me get Prime up and out of here. No use in anyone else dying today."

Grimlock pushed Ultra Magnus aside and picked Optimus up. Raz gave him a cautious glance. "What about you and your Dynobots'….condition?"

"You're supposed to be smart, right? Well, when you're done fixin' Prime, you can start on us." Grimlock said, walking towards Iacon. "Leap of faith for us both."

Megatron and Nightshade waited for the Autobots to leave the area with their wounded, tired but victorious in a sense, and make the long trek towards Iacon. Nightshade glanced at Megatron, confused. "We could end this right here and now. End the war before it gets worse."

"No. Let them go. Let them crawl back to Iacon and nurse their wounds, Nightshade." Megatron said and looked back at Trypticon. "Let them rebuild their armies, their fortresses, their hope…for the game will begin anew. I want to beat them at their strongest, I will bring a war upon these Autobots unlike anything they can imagine. And when the last Autobot falls, none shall dispute who was the strongest in this war-me!"

XXXXXX

Late that night, both Iacon and Rodion were deadly quiet following the harrowing events earlier that day. Trypticon still sat in place, trapped in stasis lock because of his energon shortage. Tainted energon was slowly being bled from his body through various tubs plugged into key areas on his titanic body…and was being replaced by regular energon from Decepticon tankers.

Only Megatron, Nightshade, and Shockwave were present as Trypticon's systems slowly processed the clean fuel being pumped into him. Megatron watched as the purple glow in Trypticon's eyes slowly cleared up into a bright yellow, though there was nothing else to show that the transfusion was working. Smirking, Megatron walked away from the site to prepare for the big push he was about to make.

And so the game began anew.

* * *

 **Once again, sorry for taking so long to bring this chapter out, but I was working on my other stories that desperately needed updating. But that's it for part two, and part three will be the final three chapters for Descent. Be sure to check out the official Transformers Titan website, link is in my Archive of Our Own account, Saya444. Also, what do you guys think about me posting the revised version of Awakening on this site. I've made some big changes I've already posted on the website, but I want to know what you guys think.** **Thanks for your support, and please leave a review.**


	11. Sleeping Giants

**Part 3-Primacy**

Chapter 11-Sleeping Giants

The Autobot symbol gleamed bright red on Rodimus' chest as he took a deep swig of his Engex, leaning back with a pleased sigh. All around him, Maccadam's Oil House was bustling and noisy as ever, despite the current Exodus that took place almost two months ago. The decline in Iacon's population didn't even dent the bar's reputation and its owner just went with business as usual despite a war going on.

'Funny how far away all those problems seem in here.' Rodimus thought, glancing at the Solivision screen.

"… _the Conclave of Representatives' report on the crisis in Harmonex is here. The report claims that the Prime and his Autobots defeated the creature named Trypticon…but we still have no direct line to anyone in Harmonex. Some have claimed that the media is being kept from the area…"_

" _In other news, the Conclave has denied media request to reveal the total number of people who fled Cybertron during the recent Exodus…"_

"Well, Rodimus, you just graduated from the Autobot Academy with flying colors." Drixo, Rodimus' designated drinking buddy said after sipping his Visco. "What do you make of all this? Can we really trust the government?"

"I don't know about the Conclave or whatever they're calling themselves now, but I believe in Optimus." Rodimus said confidently. "He's the real deal, Drixo, it's not his fault everyone's giving him a hard time."

"So you say…" Drixo shrugged.

"You try managing these sad morons while the Con's are torching anyone who doesn't join them. Don't forget, they let loose that giant monster on Harmonex and Ultrix." Rodimus said.

" _I leave it to you, viewers-are we looking at a total information blackout? Are we being lied to?"_ Blaster asked the audience, staring straight at the camera. _"Is Optimus' burgeoning administration just as bad as all the others?"_

"Blaster can go frag a radio dish. Important news, my aft. He preaches journalistic neutrality but he certainly likes taking digs at Optimus." Rodimus grumbled, giving the monitor the finger. In the distance, someone yelled "frag you too!" that sounded suspiciously like Whirl. "He likes smack talking the Autobots, but I'd like to see him say one word against the Cons."

"I don't know, Hot Rod. Sounds like they brainwashed you at that academy." Drixo said. "Can't imagine why you'd wanna go off and join up with those clowns."

"Don't call me Hot Rod." Rodimus said, refilling his glass. "And it's better than the alternative. The Decepticons just want to see everything burn."

"Why do you care?"

Rodimus looked out the window at the heavy rain pouring outside. "I've seen enough things burn."

It was a little after midnight when Rodimus decided to head on home. Slightly buzzed from chugging down two and a half Kremzeek shots (which was a miracle since even Bulkhead stayed far from those), he opted to walk instead of drive. On his way back to his apartment, Rodimus was called out by a disgruntled voice from an alley near him.

"Well, now I've seen everything." A dark green mech with wheels on his back and legs sneered. "That can't be ol' Rodimus wearing an Autobot symbol on his chest?"

"What was that?" Rodimus frowned, squinted at the mech hiding in the darkness. "Come on out and say that to my face!"

"What's the matter, Rodimus?" The mech stepped out into the flickering light of the neon signpost to approach Rodimus. "Don't recognize your ol' pal Slinger?"

Rodimus blinked, just barely recognizing his old racing buddy from Rodion. "Slinger? Man, I haven't seen you in ages! It's good to see you! But…" Rodimus tilted his head. "You look different."

"I am different!" Slinger growled, jabbing a finger in Rodimus' chest. "Everything's different since you blew up Nyon. Wearing that badge is a disgrace to everyone who died that day!"

"Don't you judge me, Slinger! You were right there with me!" Rodimus yelled back. "Zeta Prime was consuming our people-they were dead either way! It had to be done and you know it!"

"If that's what you need to tell yourself. Me, I see things differently now. I threw in with the real "people's movement"." Slinger pointed to the brand new Decepticon symbol on his chest. "They fixed me up, made me a fighter. They're the real power, now."

"Slinger…" Slinger pushed past Rodimus and walked down the street, but not before leaving his former friend with a warning.

"From here on out, watch your back!" Slinger said coldly. "And tell your Autobot pals…their day is done."

XXXXXX

The Grav-Haraan glacier was a remote land of frozen ore at Cybertron's North Pole, standing strong for nearly fifty million years. None dared to traverse the hazardous frozen tundra of towering pillars of ice and metal that reached almost as high as the Iaconian skyscrapers. It was the perfect place to be if you wanted to be alone, and this was why Optimus liked taking hikes through the icy land.

"You sure picked one hell of a vacation spot." Ironhide grunted as he climbed the steep cliff side of a glacier after Optimus. "When you said you were taking a sabbatical, I pictured something a little less…"

"Remote?"

"Dangerous." Ironhide glared up at Prime. "I swear, Prime, you're the only mech I know that rehabilitates after a battle by pushin' himself even harder."

"I find the wild, open spaces purifying. Testing my limits against Cybertron itself puts everything into perspective." Optimus said. He dug his fingers into a crack in the tough ice and pulled himself up. "Out here, I'm not a Prime. Just…myself. The only burden to bear is survival.'

Ironhide shook his head at his leader. "Well, don't you worry about me, boss. I can carry my own weight."

The ice ledge under Ironhide's foot broke under his weight and he cursed as he lost his footing, nearly falling off the cliff. Optimus, however, managed to grab his hand and pull him back onto the cliff.

"You were saying?" Optimus said.

"Yeah, yeah." Ironhide grumbled.

After another fifteen minutes of climbing, they reached the top of the cliff and climbed onto the edge of the glacier. Before them lay a vast expanse of mostly unexplored ice and snow-a rarity on a mostly metallic planet like Cybertron. Cybertron sported had a light oxygen atmosphere that allowed for neglectful amounts of rainfalls around the planet, and Cybertron's poles were small but fierce, hence why Iacon was warm almost year round despite being one of the closest territories near the North Pole. Like the Mithril Sea, the massive glaciers could only be found in key areas of the poles thanks to the planet's rotational axis.

"Just look at this grandeur, Ironhide. I'd take this majesty over the constant bustle of Iacon." Optimus breathed. Ironhide rolled his eyes.

"I don't know. Ya seen one polar wasteland and ya seen 'em all." Ironhide grumbled.

"There's purity in this desolation." Optimus continued. "Think about it-nobody has set foot on this ground for millions of years."

"I'm…not sure about that, boss." Ironhide said slowly as he looked through his scopes. He zeroed in on a large heat signature in the distance. "I'm detecting something out on the horizon line. The lines are all wrong for glacial features. It's big-could be an old observation post. Maybe a research facility?"

Optimus looked to where he could faintly see a dark shape in the distance. "Whatever it is, it's giving off a serious energon signature."

"We're not alone out here, Prime."

Optimus nodded and took out his barrage cannon, walking with Ironhide towards the mysterious monolith. "Let's check it out, but stay alert. Anyone desperate enough to seek this kind of isolation could be capable of anything."

"Yeah," Ironhide smiled at his partner. "Just like us."

"I heard that."

XXXXXX

The command center within Metroplex was deathly quiet when Ultra Magnus entered the room. He saw Kup, Prowl and Elita-1 standing by the doors leading to the medibay where Ratchet and Wheeljack were deep in the middle of an important operation.

"What's the status in the medibay, Kup?" He addressed the old veteran. "This…experiment should've been wrapped up hours ago."

"It's a complex procedure, Magnus. Have some patience." Kup said calmly. "Ratchet and Wheeljack are doing everything they can in there."

Ultra Magnus grunted and looked at the monitor. "I know. It's just this whole business makes me uneasy."

He was referring to the lengthy purification process that Wheeljack cooked up that involved purging the Dynobots of the tainted energon in their systems. Using theoretical deductions Wheeljack and Perceptor thought up, Ratchet spearheaded the procedure to essentially drain and neutralize the energon from their bodies-a process that has already taken almost fifteen hours for the Dynobots due to the mutations the energon had caused in the first place.

The tense mood was broken by Rodimus, who waltzed into the room with a big smile on his face. "Yo! What'd I miss?"

"Bout time you showed up, kid." Kup grumbled. "Isn't punctuality one of the first things they teach you at the academy?"

Rodimus grinned. "Sorry, got held up."

Kup shook his head and nodded towards the fogged up chamber down below behind the bulletproof glass. "At any rate, the science team's flooded the whole containment chamber with vaporized ionium. It's the final stage of the purification treatment."

"Purification? Whose left?" Rodimus peered through the glass. "I can't see anything down there."

"Grimlock. He's the last of the Dynobots to undergo the process."

"Well, has it worked?"

"So far, so good, lad. But they've had the most trouble with Grimlock." Kup said. "The corruption ran deep within his circuits. If this doesn't work…"

" _This is Ratchet. We're preparing to vent the chamber."_ Ratchet announced over the intercom. " _Everyone, keep your fingers crossed."_

The chamber slowly expunged the gas, allowing Grimlock to be seen within the chamber. Though there were no visible changes, he stood taller and straighter, as if an enormous weight had been lifted off his shoulders. The lights flickered on once the gas was completely gone and Grimlock took a deep breath, feeling that lingering darkness in his mind no longer there. He was free at last.

" _Well, Grimlock-how do you feel_?" Ratchet asked.

"Good as new, Autobot," Grimlock flexed his arms, feeling as though he were…purified in a sense. "Better even."

" _You're sure? You're not experiencing any heightened pulse-surges or aggressive compulsions?" Ratchet pressed._

"Not yet. But the day is young."

" _Humor, that's good. Your vitals look strong. No anomalies in your energon profile. I think we did it."_ Wheeljack said.

"Hmm." Grimlock grunted.

" _And you're welcome."_ Wheeljack added.

The doors hissed open and Ratchet and Wheeljack entered the chamber with Rodimus and Ultra Magnus.

"So what about the Dynobots' uncontrollable mutant dragon modes? are they still a danger?" Rodimus asked.

"Not anymore. Due to the tainted energon, their T-Cogs were mutated, meaning they couldn't scan new forms. But once we transfused their energon, their bodies re-engineered their beast modes into something more…manageable." Wheeljack explained. "For all intents and purposes, the Dynobots are back to the state they were as part of the Primal Vanguard, reptilian alt modes and all."

"That's great! Congratulations, Grimlock!" Rodimus greeted the Dynobot leader jovially. "I've heard all the stories about you and I'm looking forward to kicking some Decepticon aft with you!"

Unfortunately Grimlock wasn't in the mood for dealing with the rookie. "Don't talk to me like you're a soldier, boy. Fresh out of the academy, right? Just because we wear the same badge doesn't mean we're the same." He roughly shouldered Rodimus aside and stomped towards the door. "You got a lot to prove to earn my respect…or my trust."

XXXXXX

Typticon's colossal form lay unmoving in the wilderness between Rodion and Ultirex, the evidence of his chaotic rampage still evident in the trail of footprints leading from what was left of Harmonex. The Titan was in stasis, the result of having one of his major fuel lines disconnected and all of his tainted energon drained from his body. The Autobots hadn't made any attempts to retrieve the beast, as they were more preoccupied with regrouping from the harrowing battle and trying to fix the massive amount of damage Trypticon left in his wake. They thought that since Trypticon was inert, he was no longer a threat, which made the choice of leaving him be an easier pill to swallow.

It also made things easier for Megatron. Once he was sure that the Autobots' eyes were off Trypticon, he began having what was left of his forces immediately begin a large scare fuel transplant for Trypticon. They funneled tainted energon from Trypticon's fuel systems and pumped pure, clean energon into his body after reconnecting the fuel line that was ruptured by Grimlock. Shockwave's innovations and brilliant mind earned him the glorious position to spearhead this clandestine operation, creating a large scale solar array that absorbed solar energy and converted into energon to fuel Trypticon without draining the Decepticons' reserves.

After almost two months of slaving away over the Titan, all that was left…was to wake him.

Megatron stood before the Titan's massive reptilian head and called out to him. "Great Trypticon, you have slept long enough. Down through the long ages of this world…you have dreamed terrible dreams of destruction-of ruin. That cycle has come round once again. I see now my true purpose, and yours. In his pride, Calamity sought to unleash your primal fury; he believed you to be a mindless beast and that the unbridled chaos you would wreak would cull the weak from this world."

Megatron raised his arms to awaken the beast. "On both counts, he was mistaken. It is not chaos that will transform this world…but control. Now as the pure energon I placed within you stirs to life, we will rise together and bring ruin upon all those who oppose us. This day, this world, shall be ours. So swears Megatron."

There was a shudder from Trypticon, followed by a deep rumble as his head moved slightly. Trypticon's eyes opened, no longer purple, but a bright golden yellow. Megatron smiled as he saw the beast awaken, and even more as the Titan spoke for the first time.

" **Greeting, Megatron."** Trypticon's voice was like the dull rumbles of thunder, making the very air near his mouth vibrate from sound alone. **"Your dream is a mighty one-perhaps too mighty, for one with a weak constitution such as yours."**

"You dare insult me?" Megatron growled.

" **I do, because you are not the first one to preach about conquering this world. Many have tried and many have failed, their names lost to the annals of history. I myself had tried the same with Master Mortilus, and ended up trapped beneath the world for eons. What makes you so different from them? What makes you special enough to have the power to break the world and forge a more perfect order?"** Trypticon leaned down so it got a good look at Megatron. **"Is it your conviction? Is it your beliefs? Or is it your inspiration? Know that your reason will have a great impact on whether or not you will succeed in the path of conquest."**

"Then why don't you join me and find out?" Megatron asked.

" **Oh? A front row seat to the end of the world? I might like that very much."** Trypticon gave a deep, thundering laugh that made the ground shake. **"Let us see if you have the will to see such grand dreams of conquest to its conclusion, Great Megatron."**

Megatron smirked. "Try me."

XXXXXX

"Keep up pace, Ironhide! We're nearly there!" Optimus said to his partner.

"Right behind ya as usual, boss." Ironhide said. He looked at the dark shape in the distance. Now that the snowy winds were dying down, he could kind of get a better view of its shape. "But I'm starting to think that maybe that thing ain't some structure after all."

"What are you…you're suggesting it's a cybertronian?" Optimus inquired. Ironhide shrugged.

"Hey, we've met our fair share of huge bots, right? I think I remember you raising some kinda super-titan from the ground once."

"Whatever it is, it hasn't so much as twitched since we've been heading towards it." Prime observed. Something about its stance didn't sit right with him.

"Maybe it's inert?" Ironhide said and cursed when his foot slipped on a slippery patch of ice. "Some ol' hunk of iron standin' there, all frozen-like."

"I don't think so, Ironhide." Optimus pointed to the bipedal form of the figure. "Look at its pose…its body language. It's standing watch."

They walked closer to the giant figure, now able to see its immense size at their distance. That was when Optimus made the connection. "Prime, take a closer look. Do you recognize the shape of those shoulder sections? The heavy particle cannon on its arm?"

"I recognize it, Ironhide." Optimus' eyes narrowed as he finally saw the massive goliath in all its glory. "It's an Omega Guardian!"

XXXXXX

"You question my resolve, Trypticon-but if you are to serve me in the conflict to come, I would know more of you." Megatron said.

" **You are master here, Megatron. What would you ask of me?"** Trypticon asked.

"I want to know of your identity-you spoke of Mortilus like he's real. Was he your former master? Were you at the forefront of an ancient bid to conquer Cybertron?" Megatron demanded. Titans were part of Cybertron's most ancient legends, connected to the archaic Primus/Unicron creation myth that was still believed by most people today. This was not just out of curiosity, but so that Megatron could learn if there are others like Trypticon that could be swayed to his side.

" **My memory is a jumble of scattered imagery."** Trypticon answered hesitantly. **"I remember…cruelty. Malice. An unquenchable hatred."**

"Hatred for whom?"

" **All who live."**

Megatron wasn't appreciating Trypticon's word games. "You vex me, Trypticon! How am I to trust these memories of your distant past, or that you have fought beside Mortilus himself? How am I to trust you?"

" **Clear your mind…and I will show you what I have seen."** Trypticon said. **"Then…decide."**

Megatron's mind was taken by an unseen force and a flurry of images flashed across his vision. His mind saw Trypticon stomping across a barren, primordial world with an orange sky and a rugged landscape with lava pockets and metal spires reaching to the clouds. The various craters and discarded weapons alongside broken, shattered bodies. There was a war…a battle of gods…on…Cybertron?

Megatron saw a lone world adrift in the void, covered in dark purple crystals and rivers of glowing liquid that emanated pure evil felt even in his dreams. He saw an entire army of Titans, Trypticon and Metroplex among them, flying off Cybertron to fight a powerful evil that threatened this fledgling civilization. Thousands died and Megatron heard their screams as their bodies were burned beyond recognition and reborn as savage monstrosities.

He felt Trypticon's fear as this one planet tore apart hundreds, thousands of worlds and sent their inhabitants to burn in eternal hellfire. Over and over. Cycles within cycles.

"ENOUGH! I have seen enough!"

The vision stopped and Megatron was back in the present, panting on his knees. Trypticon looked down at him apathetically as he struggled to recover from…whatever that was.

" **There is no shame in turning from these visions, Megatron. Your Spark cannot process the enormity of such depthless evil. Not yet, at any rate."** Trypticon said.

"Do not speak to me of evil." Megatron growled and stood to his feet. "These visions…merely confirm what I've known all along: in this universe, there exists the weak and there exists the strong. Whatever memories hold you-and whatever else you may be-you are certainly the latter. Serve me well, Trypticon. Rise."

Trypticon was still for a moment before he began to move. Groaning metal echoed for miles and the ground rumbled as the Titan rose to his full height, standing two miles tall amidst the ravaged area like an ebony obelisk. He looked down at the tiny speck at his feet that was Megatron. **"As you will, Lord Megatron. Shall we depart?"**

"Not quite yet." Megatron said smiling. "The Decepticons are coming."

XXXXXX

The Omega Guardians stood at nearly 200 feet tall, looking up at the sky for…something. It hadn't moved its head even as Optimus and Ironhide cautiously approached it. Its armor was golden yellow and orange mix with red, and Optimus warily looked at the particle cannon in its left arm. Ironhide's first action was to raise his blaster, but Optimus held him back with a look.

Omega Guardians were none sentient drones built for combat and following pre-programmed commands. But something about this particular mech was different-it looked older and its design suggested an alt mode, not common in standard Omega Guardians. Something wasn't right here, and if Optimus played his cards right, he could avoid a needless battle that won't end with him being stomped into the ground again. Drawing upon his courage, he cleared his throat and spoke to the giant.

"Greetings, friend! We are travelers in this wilderness and we're very surprised to find you here!" He called up to it. "Will you speak with us?"

Ironhide gave Optimus a look. "Prime, what the hell are you doing? That thing can't…" Ironhide jumped when he heard a deep voice come from the shielded face of the Omega Guardian as it replied to Prime's question.

"Others. After all these long ages…" The Omega Guardian turned his gaze to the Autobots, his near frozen joints creaking and shattering the ice covering them with ease. Optimus and Ironhide were surprised to hear it-him-speak. "You are not meant to be here! I wait for the Prime, and none may disturb my watch!"

The Omega Guardian leveled his particle cannon at Optimus and Ironhide, who both raised their hands. "Wait, wait, I am the Prime! There's no need for violence!" Optimus yelled.

"You are no Nova!" The Omega Guardian roared. "How dare you claim to be the Prime!"

"Please, mighty one…let me show you." Optimus opened his chest panels and revealed the Matrix, which glowed faintly in the presence of the Guardian. It certainly left an impression on the towering mech.

"You bear the Matrix." The Guardian said in awe. It took a slow step forward and slowly knelt down over Optimus. "But…what of Nova? I vowed to remain here-and to watch for the return of his Proudstar. He was to herald a grand new era for our people. Watching…waiting or his return was my only purpose."

"Nova and his expedition were lost millions of cycles ago, friend. Have you been standing here, waiting, all this time?" Optimus asked.

"It was…my duty." The hurt in the Omega Guardian's voice was very evident despite his monotone demeanor. Optimus could tell he was going into shock.

"I understand. But much has changed since the time was Nova Prime. Our world is very different from the one you remember." Optimus thought about something for a moment and held out his hand. "I think you should come back with us."

Ironhide stared at him shocked. "He's been out here a long time, prime. Maybe he's not ready for-"

"Your long watch is over!" Optimus exclaimed, cutting him off. "Return to civilization with us and I will give you a new mission-a new purpose. Serve the people of Cybertron once again!"

"It seems there is nothing for me here, young Prime. I will follow the Matrix bearer wherever he leads. No, please…allow me to shift into a more…practical mode."

The Omega Guardian's body began to transform, albeit slowly, looking almost painful with each individual part shifting around. It had been a long time since he did this. After some effort, the giant mech had become a large space ship, popping open his landing hatch to allow the two Autobots entry. "Climb aboard, young friends, and I will see you safely home."

"Thank you." Optimus said as he and Ironhide boarded the large shuttle. "But, what shall we call you?"

"Supreme," The ancient mech said as he began to take off in a glorious display of fire and smoke. "I am…Omega Supreme."

XXXXXX

The entirety of Cybertron's remaining Decepticon forces stood assembled before Megatron, with the massive form of Trypticon loomed over them in his total glory. Megatron looked over them and began his speech.

"War is coming, my Decepticons! The hour of our final vengeance draws near! But many of our forces were scattered when the Autobots retook Iacon from us. Many others abandoned our cause due to Calamity's untimely reign. In short, our numbers are too few to launch a full-scale assault against our enemies." Megatron turned to Trypticon, who was already transforming into his alt mode, his tall body shifting and rearranging into a mighty fortress that put Kokular to shame.

"What do you have in mind, Megatron?" Nightshade asked.

"Now, with the aid of mighty Trypticon, we will depart from Cybertron for a time. We will muster our forces, gather our full strength," Megatron gazed up at the living fortress that opened his gates to the Decepticon army. "And bring our long-lost brethren back into the fold."

XXXXXX

Sky Lynx flew over Toraxxis in his dragon mode with Rodimus and Grimlock in his shuttle bay. "Gentlemen, we'll reach the outskirts of Ultirex in a few moments."

"Copy that, Sky Lynx." Rodimus said, looking out at the devastated city and the small areas rescue teams were able to reach. "Magnus wanted to report on Trypticon's condition. Presuming that monster's still taking a nap, we should be in and out with no problem."

"Roger that, Rodimus."

Rodimus sighed and looked at Grimlock, who stared out the window silently with his large form tense. Not wanting to spend the rest of the flight in silence, he decided to start this happy inspection with some good news. "The new mega-refinery is a real feat of engineering. It can draw the raw energon from the caverns beneath Toraxxis and purify it at an accelerated rate of production. There's finally enough power for everyone!"

"Everyone that's left after the Exodus, you mean." Grimlock grumbled. Rodimus frowned.

"Yeah, that." He cleared his throat. "What's with you, Grimlock? You're moodier than usual."

"You mean apart from being paired with you on this op?"

"Yeah, that." Rodimus said dryly.

"I don't like Toraxxis, kid. Not even just flyin' over it. Nothing' but nightmares for me here. I...lost my friend down there in those caverns. And that damned energon turned me into a fragging monster." Grimlock's hands clenched hard enough to make his connector mesh strain against his knuckles. "You look down there and you see a refinery. Hope. Power. I look down there and only see hell."

"But the Dynobots are better now. You've got a new start!" Rodimus said. "Holding on to all that pain and guilt's just going to burn you up inside."

"Who the hell do you think you are, kid?!" Grimlock shouted. "You think you can analyze me? You don't know frag about pain and guilt!"

"Get over yourself, Grimlock! You think you're the only one who's ever gone through rough times? Try living a day in Nyon. Watching all those people be used as living batteries for nearly a deca-cycle and be forced to push the button on their lives!" Rodimus yelled back. "Not everyone got a lucky break like you and your band of glorified barbarians!"

Grimlock stepped closer to Rodimus. "Don't push me, kid…"

"Or what? You'll find some new cannibal alt mode and bit my head off?" Rodimus spat.

"I don't need an alt mode to-"

" _Sorry to interrupt, gentlemen-we're arrived at Ultirex…"_ Sky Lynx's nervous tone caught their attention and worried them. "But I think you should take a look outside the viewport."

"Sky Lynx, what are you-oh, Primus." Rodimus breathed when he looked out the window.

"What?" Grimlock asked. Rodimus pulled Grimlock over to the viewport and the Dynobot leader shared Rodimus' surprise and shock.

Trypticon was gone.

XXXXXX

Megatron sat in Trypticon's command room sitting on a makeshift throne made of onyx and black metal recycled from the Titan's refineries. Trypticon's fortress alt mode was now hovering in Cybertron's upper atmosphere, hanging just out of the range of the satellites in orbit. Megatron's inner circle stood before him reporting to him on the progress made on their regrouping efforts.

"All the astro-navigational preparations have been made, Megatron." Nightshade reported. "Coordinates are set. We await only your command."

"Then set all engines to full, Nightshade." Megatron said, looking out at the sea of stars before him. A canvas of worlds waiting to be blessed by cybertronian might and prosperity. "The trackless void awaits us."

XXXXXX

 **Magmara Nine (aka The Cauldron)**

In the time of the Golden Age, Cybertron had expanded to hundreds of worlds far from the Hadeen system. The expansion project allowed cybertronians to colonize far off worlds thanks to space bridge technology, using conversion beams and metal bombs called SEEDs to reformate those worlds into mini-Cybertrons. When the Rust Plague hit, those worlds were essentially isolated to prevent the infection from reaching each other and Cybertron. Since then, the only colonies that maintained contact with Cybertron were planets within fold distance of the cybertronian homeworld (with the word "contact" being used very loosely).

Magmara Nine was once a world of affluence and shining cities, but recent centuries had devolved this world into a patchwork of broken high ways, wayward towns and lawless outlands. Social unrest, revolution and ideological conflicts turned Magamara Nine into the ticking time bomb many know as the Cauldron, and soon it was no longer safe to freely travel the highways and streets along.

The sky was dark with almost black storm clouds rumbling overhead as a mech in his truck mode sped down a highway tugging a trailer full of precious valuables for the next town over. As he fled, he was pursued by a gang of bandits on his tail like a pack of Lobos on the hunt. Being attacked by bandits was scary enough, but this particular group garnered a fierce reputation among the weary populous.

"This is Strongbox on emergency frequency nine-seven-nine! Convoy, do you read? I got separated and I can't find you guys on the nav-system!" The transport called out, panicked and scared as he heard the roar of high powered engines behind him. "I got bandits in pursuit! I need immediate back-up…do you read, Convoy? Anybody?"

" _Oh we read ya loud and clear, my friend."_ A voice that was definitely not Convoy laughed over the radio.

" _Yeah, we here ya squawking all right!"_ Another mech cackled.

The trucker whimpered. "Who the hell is this?"

" _I think you know the answer to that."_ A menacingly pleasant voice said. " _It's just you and us all alone out here, and we're really looking forward to meeting you."_

Down the road, he saw three high speed cars driving straight at him as fast as they could and were quickly gaining speed on the long-nosed cybertronian truck. "Oh frag."

The three mechs, on top of the two chasing him, quickly formed a circle around Strongbox to trap him. Now he couldn't speed up without ramming into the silver and purple mech before him and he couldn't just ditch the cargo to make a break for it. Either way, he was in a lot of trouble.

"L-Look, my Convoy was paid to be out here! If this is your turf, I didn't mean to-"

"Don't worry, friend," The yellow and purple racer said. "We're just after your cargo. Hand it over and you can be on your way."

"That's cruel, Drag Strip. You know us Stunticons never leave our marks alive." The deep red and black muscle car laughed.

"Stu-Stunticons?!" Strongbox whimpered. "No, wait…wait!"

The yellow and maroon race car named Wildrider jumped onto the trailer, using his weight to throw the truck off balance and cause Strongbox to swerve uncontrollably. "Nice going, Dead End. Now he's gonna panic. So much for doing this the easy way."

"You don't have to do this!" Strongbox cried. "I'm not carrying anything special. It's a classified haul-I wasn't even told what it is!"

"Well, friend, it's your lucky day! We're about to find out together!" Wildrider cackled. The terrified Strongbox tried to stay on the road, but as they passed over a bridge, he began heading toward the barricade. "Fire the grappling line! We're going over!"

Wildrider jumped off and Strongbox smashed through the bridge's support cables, tipping over just as the grapple line caught him by the rear and left him hanging there, held along by Motormaster of the Stunticons.

"You're insane, Wildrider! You cut it way too close that time!" Breakdown yelled.

"Thanks, Breakdown! That was perfect, wasn't it?"

"Yeah," Breakdown rolled his eyes. "Totally perfect."

"Would everyone kindly silence themselves while I reel this catch in?" Motormaster grunted as he began towing the trailer back up to the bridge. "Let us see if our good pal Swindle gave us a reasonable tip for once."

"Here we go." Wildrider was hopping in place like he was jumped up on Kremzeek. "Show me the money, show me the money!"

"I said silence!" Motormaster pulled the trailer back on to the bridge and sighed. Rolling his shoulders, he took his sword and hacked away at the doors, pulling them apart to reveal…nothing. "What? What is this farce?!"

"Now, now, Motormaster…why so tense?"

"Who…?"Motormaster looked up and saw Nightshade hovering above them, her black armor glistening like smooth ebony despite no sunlight breaking through the clouds. She looked like an angel of death under the dark red glare of the planet's red dwarf star. "Nightshade?"

"What? Were you expecting someone else?" She smiled cheekily. The Stunticons could only gape at her.

"Not that it's not good to see you again, Nightshade, but what is all this?" Motormaster asked.

"Pardon the ruse, but I had to see for myself whether or not you Stunticons had lost your edge."

"We haven't." Wildrider growled.

"Clearly."

"What's it to you anyway?" Breakdown huffed as he glared up at her. "Doesn't Calamity have anything better to do than waste even more of our time?"

"Oh?" Nightshade smirked. "So you haven't heard? Calamity's dead…and Megatron's back. And he's got a heist in mind you won't believe."

That caught Motormaster's attention. "Really? This has caught my interest. What are we stealing this time?"

"Cybertron."

XXXXXX

 **Canis Tor**

Canis Tor was once a lush, verdant planet with a thriving ecosystem home to hundreds of different species. Here, nature ruled and the strong ruled Canis Tor as kings. What also made this world special was that there was no sign of intelligent life, just animals living in verdant jungles, eating, killing surviving, just as nature intended. But then the aliens came and uprooted life on this fast developing world. Unlike the usual fauna of Canis Tor, these beings were made of metal, not flesh, but their purpose was the same-to hunt.

Now Canis Tor was a wasteland. Its lush vegetation and thriving biological ecosystems were burned away, turned into a lifeless graveyard from excessive hunting. It took millions of years for life to evolve here…and only a two months to wipe it all out. And the alien hunters who brought about this slow and agonizing extinction? A group of savage predators known as the Predacons.

Rampage and Razorclaw rolled around in the dirt biting and clawing at each other in their bestial alt modes, a saber tooth tiger and a lion respectively. "Give it up, Rampage! You don't have the strength to beat me!" Razorclaw snarled.

"Ain't tryin' to, Razorclaw. I just want to make you bleed!" Rampage growled, snapping his fangs into Razorclaw's right leg. "You led us to this! Trapped here on this dead world with nothing left to feed on! This is your leadership!"

Razorclaw wrestled Rampage to the ground and sank is teeth into the back of Rampage's neck, using his considerable strength to lift him up and slam him into the ground, trying to wrestle him into submission. "It wasn't dead when I brought us here. You insatiable fools hunted this world for extinction and ruined any chance we had of finding a transport! It should be my fangs at your throat!"

Tantrum and Headstrong say on the sidelines watching their comrades try to maul each other to death without care for their lowering energon levels. As the heavy hitters of the Predacons, they were large and strong, built for combat, not speed. It was a hassle moving their large bodies on low energy and settled with sitting in the shade and waiting to see who would win.

"I could watch the boss kick Rampage around all day. He's had it comin' for a while." Tantrum said.

"Yeah, Tantrum, but with our energon running so low, watching's all we can do." Headstrong said with a groan. Tantrum replied with a grunt.

"We gotta find somethin' to feed on or we're gonna go into stasis lock." He said.

A shadow passed over them and they looked up to see Divebomb flying circles above them, if you could call them circles. Divebomb was the least energy guzzling member of the group thanks to his lithe aerodynamic frame, but ironically, he was among the first to succumb to starvation.

"You both know there's only one way this ends for us." Divebomb said weakly.

"What's that yer screechin' about, Divebomb?" Tantrum peered up at him. "You don't sound so good."

"None of us…do. Face it, the only power source on this continent…left to feed on…is each other." Divebomb coughed. "Fitting, really. It's…the Decepticon way. Survival…of the fittest-in its rawest form."

Headstrong narrowed his eyes at the avian Con. "So what you're saying is-"

"I think ol' Rampage…is about to become lunch…" Divebomb coughed again and lost the strength in his wings his body crashing to the ground with a loud thump that caught the attention of everyone close by.

The other Predacons stared at Divebomb's motionless form before giving each other hungry stares.

"Heh. I don't know about you guys, but I ain't feelin' over-sentimental at this moment." Headstrong grinned, digging his horn into the ground.

"Nor am I." Razorclaw chuckled. "To the victor go the spoils."

The four beasts closed in on Divebomb, ready to tear into the weakened mech without a single care that he was their teammate. However, before anyone could rush in, a loud crack in the air made them pause.

"What was that?" Rampage questioned.

"Atmospheric boom. High altitude." Razorclaw said. "Those are re-entry boosters!"

"A transport?" Tantrum asked hopefully.

Razorclaw turned his gaze to the sky, seeing a small speck coming straight towards them. As it got closer, he saw that the vessel had a dark purple and silver color motif and then recognized the alt mode-a space shuttle. "Astrotrain?!"

"Predacons! We've found you at least." Astrotrain's hatch opened to reveal Starscream's smirking face. "And not a moment too soon, it seems."

"Starscream," Razorclaw didn't hide the distaste in his voice. "How did you find us?"

"You Predacons aren't really that hard to track." Starscream said. "We just followed the path of butchered worlds you left in your wake. Some of them were truly gruesome to behold-good job on that account."

"Why are you here, Starscream? I told you when we left Cybertron that we had no interest in serving Calamity or his version of a savage new Cybertron." Razorclaw said. "While I admit, I do hold with many of his more..predatory values. I swore an oath to Megatron. Even if I must wither and die upon this forsaken world…"

"Speak for yourself." Rampage muttered.

"…I will serve no one," Razorclaw transformed to robot mode, tall and proud in his golden yellow and orange armor. "But him."

"Then it will please you to hear that he has returned." Starscream held out his hand as an offer. "Your master calls, Razorclaw. The hunt begins anew-are you in or are you out?

XXXXXX

The Presidium was a former garrison world during Nominus Prime's reign. It was a barren, lifeless world with absolutely nothing of value there and hadn't even been looked at since the early days of Functionism. The only sign that the cybertronians had even landed on the planet was a giant black vault sitting at the base of a mountain; it was made of thick, reinforced metals and sported outdated weapons systems formerly manned by the Primal Vanguard. There were many stories of what was inside the vault, and all of them made the Combaticon dealer Swindle giddy with anticipation.

"This'll be a good score," Swindle grinned. "Heavy yield demolitions and heavy ordnance. Nominus though these weapon stores were too dangerous to keep on-world."

"I don't care why it's here, Swindle." Onslaught, leader of the Combaticons said gruffly. "I just want to get it and get out!"

"Think of it, Onslaught-we'll score enough firepower here to overthrow a small planetary dictatorship by the end of the day." Vortex was giddy too, but he did a better job of hiding it.

"I'm thinking we've got thirty minutes before the auto-defenses cycle up-and we should be long gone by then." Onslaught looked up at the massive doors and had one of his mechs step up to the plate. "We paid a high price for Nominus' old access codes. Time to see if they're worth it. Open it up, Blast Off."

Blast Off inputted the codes into the number pad and hit enter, but the display gave a disconcerting beep as the code got denied instantly. "Something's wrong, boss. The passcodes aren't working."

Onslaught's shoulders tensed up. "You pluggin' them in right?"

"Of course I am!" Blast Off grunted. "The system's just…locked."

Onslaught's silence was somehow more foreboding than his initial rage, which was felt in the glare he sent at Swindle. "Swindle…this was your intel. Your op. There anything you want to tell us…" He leaned down until Swindle could see his own reflection in that bright red rectangular visor. "Before I blow a hole through your teeny tiny brain-pan?"

"Look, boss," Swindle held up his hands. "It ain't me! Ain't my fault, it-those codes were-"

" **Security override accepted. Blast doors opening."**

Much to Onslaught's delight and Swindle's relief, the doors began sliding open, creaking loudly from lack of use for cycles. The Combaticons almost ran in to see what score they won, but they were met with something less desired than weapons or money.

"Greetings, Combaticons! I'm glad to see you're all punctual as ever." Starscream greeted exuberantly. He stood with his two main flight partners, Thundercracker and Skywarp, behind the vault doors.

"Oh frag you!" Vortex groaned.

"No need to blame poor Swindle. We allowed the codes to fall into his hands. He didn't know we were behind this op." Starscream explained.

"We want the weapons, Starscream." Onslaught said impatiently. "We've got no quarrel with you-unless you're fool enough to try and muscle in on our score."

"I think you misunderstand, Onslaught. It's taken us a while to catch up to you and your crew," Starscream walked towards them with a friendly smile to show he meant no trouble. "Rest assured, the only weapons we're interested in obtaining…are you."

"You…went to all this trouble, because you want us for a job?" Onslaught didn't look as skeptical as he sounded, but he was willing to hear his former drinking buddy out-for curiosity's sake.

"That is correct." Starscream nodded. "There's a war coming. A reckoning so big and so destructive that it has to have you on the frontlines."

"A reckoning, huh?" Onslaught scoffed, but Starscream knew he had the mercenary hooked. "How much's it pay?"

Astrotrain appeared behind the vault and landed behind Starscream, his hatch open for entry. "If you'll all climb up and board Astrotrain, we can discuss your payment en route."

The Combaticons looked at each other and shrugged; it wasn't like it could be any worse than stealing from a Prime's old wares. Onslaught led them up the ramp into Astrotrain, not taking his wary gaze off Starscream. Once everyone was inside, Astrotrain began lifting off.

"En route to where exactly?" Onslaught asked.

Starscream took out a remote and pressed a button, and the vault went up in flames from nearly 20 tons of shape charges detonating at once, put there in place of the weapons cache. He and Onslaught looked at the burning wreckage in silence before Starscream gave his reply.

"Home, where else?"

XXXXXX

Within the hostile wastes of the Sea of Rust, Ashling and her legion of Insecticon swarms assigned to her by Megatron arrived at the southern regions of the Sea. Here, the sandy, rust-laden lands were ruled by bandit tribes who did not adhere to the main clans that ruled the northern and central areas of the Sea of Rust. Ashling knew these bandits were slightly less savage than the madmen up north and hoped that the promise of eternal riches would convince them to join the cause.

As the swarm descended upon a massive expanse of twisted, rusty metal going on for miles on a patch of uprooted continental plates, her arrival sparked a flurry of activity on the surface. Savage mechs and femmes burst from the ground like weeds, teeth bared and weapons raised to repel what they considered to be an invasion. With Hardshell flanking her, she stepped onto the ground to face the bandits and heard their angry, insane murmurs.

"Outcasts come…"

"In death we rise…"

"Eviscerate wanderers from the skies…"

" **Silence!"** Ashling roared, and her demonic voice made the bandits immediately go quiet. Stepping forward, she raised her arms and said, **"You remember me, don't you? The witch who roamed these wastes for cycles, the one who sought forbidden knowledge of this world. If you do, then you surely remember who set me free and stained the rust with your blood."**

They did remember. They knew of the warrior who appeared one day, falling from the sky. How he tore apart an entire clan with his bare hands and later tamed the Insecticon swarms that dotted the Sea of Rust. The witch was allied with him now? This was worrying and only raised their hackles more.

"Stranger-destroyer."

"Wreckage-demon.'

"The Ruin-King."

" **I come here on behalf of the mighty Lord Megatron to offer you a new life. There is nothing here for you anymore. A change will sweep across this world and will annihilate all who try to stop its progress. I come here to offer you a chance to be a part of that change, to gain control of a new life that doesn't involve scrounging around in Cybertron's filth! Lord Megatron offers you all a place in his ranks as conquerors in return for your fealty to him. What say you?"**

It only took a few minutes for the bandits to choose their greed over pride and they all knelt before her, heads bowed low. Ashling smirked and raised her hand.

" **Gather your clans. Scavenge your parts and instruments of war. Make your war machines ready!"** She commanded. **"You're coming with us, and leaving the ghosts of this hell behind."**

XXXXXX

Megatron stood by the window inside Trypticon's command center, hands behind his back as he stared out into the cold, dark expanse of space. His expression was unreadable as Soundwave stepped up to him, his red visor glowing in the darkness.

"Soundwave, have Nightshade and the Seekers returned?" Megatron asked. "Are my forces assembled?"

"Nearly, Megatron. Everything is proceeding as planned." Soundwave reported.

Megatron said nothing for a moment, then glanced at Soundwave's reflection in the window. "I hear questioning your voice, Soundwave. Speak your fear."

"There is something…different about you. Forgive my honesty, but you feel…darker. Something has changed about you in a way I cannot describe." Soundwave said slowly, not wanting to anger his leader. "Has something happened in the Sea of Rust? Did that witch do something to you?"

"You have always served me faithfully, Soundwave. You are one of my most loyal soldiers." Megatron said, before turning around to face Soundwave completely. "But you question me at your peril. Ashling has done nothing to me that the universe hasn't already done. I am my own person, I am an individual well aware of his status as a being with free will. My journey through the accursed Rust Sea has only opened my eyes to how things must be done."

"And what…have you learned, Megatron?" Soundwave asked.

Megatron turned back to the stellar expanse before him and thought of all those stars harboring worlds ripe for Decepticon domination and colonization. "I learned…that in order to defeat a monster, you must become one yourself."

XXXXXX

It was the middle of the night when the first signs of trouble were detected in Iacon. Optimus was abruptly pulled from his somewhat peaceful recharge by Elita-1 calling him on the comm.

" _Optimus, we have an emergency!"_ She exclaimed. _"Long range scans show something heading our way. Something big!"_

Optimus didn't waste time replying, running through the halls to the command center where, Elita-1, Ironhide, Rodimus and Grimlock were assembled. They looked at the holo-images of the approaching object in orbit.

"What is it, Elita? Transports? Are our people coming home?" Optimus asked. His slim hopes were dashed when she shook her head.

"Unlikely, Optimus. They're running dark-not responding to hails. Holding a straight line trajectory through our orbital defense nets." She informed him.

Ironhide read the energy readings and whistled. "Look at that massive energy signature!" He narrowed his eyes. "Wait, it's got to be-"

"Trypticon." Optimus said grimly. "It seems he's found his way home, Ironhide. This has Megatron written all over it."

"Why don't we just shoot it down?" Rodimus suggested, but Elita-1 refused that notion as well.

"That would be catastrophic, Rodimus." She said. "Detonating something that big in low orbit risks raining debris across a third of the planet."

"No doubt an assessment Megatron's counting on." Optimus said, glaring at the images of Trypticon hovering over the planet. He was right within striking range, but attacking him would cause huge amounts of casualties. "The question is-what is he planning? What's his target?"

Grimlock snorted and crossed his large arms. "No question about it…"

"Knowing him, Grimlock, he'll drop that monster right on top of us." Rodimus said.

XXXXXX

Unseen by ground sensors, a spiral-shaped corkscrew ship, a working Quintesson starship retrieved from the Sea of Rust, launched from Trypticon just as he entered Trypticon's orbit. Inside, Megatron and his Decepticons watched the Titan's descent with equal amounts of anticipation.

"Trypticon, it's time." Megatron said. "Give my regards to Metroplex."

" **With pleasure, Lord Megatron."** Trypticon acknowledged as he slowly descended upon Iacon. The opening salvo was fired.

XXXXXX

Inside Metroplex, the Autobots watched with growing dread as Trypticon's velocity increased the closer he got to Iacon.

"That monster's dripping like a stone." Optimus said in astonishment. It seemed to surreal to him that Megatron would have the monster fall from orbit in that manner that it was hard to believe the warlord would conceive such a plan.

"Unless we somehow slow it down, its impact will level Iacon and every state within viewpoint!" Elita-1 reported. Optimus nodded and faced his team.

"There's no time left then," Optimus gave the authorization code to the defense computer. "Teletran, initiate gamma defense protocols. Authorization Primus-Seven-One-Seven!"

" **Authorization acknowledged, Optimus Prime. City-center energon batteries rerouting to primary Titan-core."**

A city-wide emergency alert rang all over Iacon. Autobots evacuated Metroplex as fast as they could and got to work in evacuating the civilians from the immediate area into blast bunkers strong enough to withstand a direct blast from a K-bomb. Iacon was to become a battlefield again, and this time it was going to be more devastating than Megatron's occupation of the Decagon. It was fortunate that the evacuation went as smoothly as it did, as it seemed no time passed at all as Trypticon appeared in the sky in a fireball.

"Prime's the facility's clear!" Ironhide said. "The last evacuees are getting clear!"

"Acknowledged-brace for impact!" Optimus called out and contacted Metroplex. "Metroplex, it's time. Stand and defend!"

" **Order acknowledged, Optimus Prime."** Metroplex said as his titanic body began to reconfigure from his fortress mode into his gigantic robot mode. One massive military complex soon became a massive of shifting parts and rearranging mechanisms piling on top of each other in an almost magical manner that was a sight to see. **"Do not fear. All will be well."**

Optimus and Elita-1 watched Metroplex's transformation from one of the nearby shelters. "Do you think Metroplex can handle this, Optimus?" Elita-1 asked.

"We better hope so, Elita." Optimus said, his tone and posture tense as tightly coil wires. "If not…"

"Yeah." She nodded. They would all be buried ten thousand feet under and Cybertron will have its inner crust exposed like an open wound. They both looked to the sky and saw Trypticon's form shifting and transforming into his bestial robot mode.

Metroplex stood to his feet as soon as he was fully formed and looked to the sky, his voice like an earthquake and a thunderclap all at once. **"Target acquired. Descending at maximum velocity. Project catastrophic impact."** A large shadow fell over him and he braced himself. **"Imminent."**

Trypticon's saurian robot mode collided with Metroplex and the powerful shockwave that came from their meeting destroyed hundreds of buildings in the immediate vicinity alone. The two Titans fell backwards and more Iaconian structures were knocked over, smashed and flattened under Metroplex's bulk as he hit the ground with Trypticon standing over him.

" **It's good to see you again, old Titan."** Trypticon said, hissing in Metroplex's face. **"It's been far, far too long."**

* * *

 **Here's the beginning of part 3. Sorry for the long wait, had to finish up another one of my stories and this chapter proved longer than I thought. But I will be focusing on this story to the very end. Be sure to check out the official website, link is on my Archive of My Own profile, Saya444. Thanks for reading (and trudging through these long pauses between updates. I know that's not easy to do) and please leave a review.**


	12. Waking Gods

Chapter 12-Waking Gods

Giants. Colossal demigods of steel and rage. The thundering shockwaves from their blows are felt even in the most distant city-states. Their melee as horrific as it is devastating. And it was all just beginning.

Metroplex's uppercut sent Trypticon sprawling on his back, the impact shaking Iacon's city foundations. Both Titans got up and studied each other intently.

" **I remember you, the beast of perfect darkness."** Metroplex said as he got to his feet. " **I'll seal you back beneath the world where you belong."**

" **You can try, old Titan…but the terrible violence that's been set in motion cannot be stopped-not even by you."** Trypticon said.

" **If call you have for me is cryptic riddles, then you'd best save your breath."**

" **Then let me speak in a language,"** Blue fames began leaking from Trypticon's mouth. **"You'll understand better!"**

" **Believe me, I understand completely."** Metroplex activated his shoulder cannons.

Trypticon fired a large burst of azure flames from his mouth that Metroplex blocked with his arm. Metroplex fired his cannons at Trypticon while the black Titan clamped his jaws around his forearm. The ground trembled as they grappled and struggled to remain dominant in their struggle, while their weapons went off all over the place.

As they battled, Omega Supreme watched the fierce fight from the ground, his face impassive, having barely moved since the first punch was thrown. He looked to the sky, where the oddly familiar corkscrew ship was hovering within eyesight.

" _Omega Supreme, this is Optimus. The concussions have disrupted the link to our orbital sensor-screens! Can you read the status of the secondary ship above us?"_

"My long range scanners show that it's holding position in low orbit, Prime." Omega Supreme said. "No weapon signatures detected. It is just…sitting there."

Inside the secondary field command bunker, Optimus grunted in concern and nodded. "Roger that, Omega Supreme. Stand by for further orders."

" _Very well, Prime."_

"Megatron's waiting for his optimal moment. I doubt he'll make a move until he's sure Metroplex is down for the count." Ultra Magnus said.

"That seems certain." Optimus agreed. "But it feels like we're missing something, like he's already six steps ahead of us."

As he said this, the corkscrew ship hovered directly over Iacon like a drill bit and its Decepticon occupants were preparing for the coming invasion they were about to inflict on the city.

"Soundwave, prep sub-light drives two and six!" Megatron ordered. "Brace the ship for violent re-entry!"

As you command, Lord Megatron." Soundwave got to work on getting the ship into a perfect angle, knowing they had only one shot at this. Failure meant death by an angry Titan.

"And Soundwave, this is, at last, the hour of our ascension." Megatron placed a hand on Soundwave's shoulder. "Try to enjoy it."

XXXXXX

Towers fell, windows shattered, monuments honoring past Primes were crushed underfoot as Metroplex stumbled back from a blow from Trypticon's tail. He grabbed the appendage and tried to drag Trypticon down, but his opponent fired his flaming breath into his chest to push him back. The intense heat, burning at 6000 degrees centigrade, severely scorched his metal skin and would've incinerated any smaller bots on the spot.

" **You're far weaker than I remember you, Titan."** Trypticon stomped forward, hissing steam from his facial exhaust ports. **"By now, you must sense that you cannot best me. You would do well to just lie down and die!"**

" **It is you who will fall!"** Metroplex roared. Grabbed a nearby building, he roughly tore off the top of a skyscraper and stabbed its pointed tip into Trypticon's neck. **"Fall!"**

Trypticon choked as he was punched repeatedly by Metroplex's massive fists, pummeled into the ground, but through the assault he managed to swipe his tail to force Metroplex off him. Metroplex leaned back and fired his particle cannons into Trypticon's tail, blasting off the lower half of the appendage. Enraged and in pain, Trypticon kicked Metroplex in the chest and threw another kick at his knee, almost shattering the massive joint with the immense force put behind the blow.

" **Such arrogance! All these years and you never learn to protect your knee, Titan."** Trypticon laughed. Metroplex staggered back as Trypticon got to his feet. **"Staggering so soon? Surely you're not tired already?"**

" **Not even close, monster. All I need to end you…is my bare hands!"**

Metroplex threw a punch into Trypticon's chest, the punch parting the air before his fist and thundering as he hit the thick armor. He got off another punch before Trypticon lunged at him and tried to claw at his face.

" **My hands are sharper, Titan!"** Trypticon roared.

" **But mine are better for grabbing!"** Metroplex grabbed the back of Trypticon's head and punched him straight in the jaw at full power, nearly dislocating it. Trypticon tried to activated his fire breath, but Metroplex fired his cannons directly into his gaping maw, causing a reactive burst that nearly blew Trypticon's mouth apart. He let the beast fall to the ground into the rubble and stood back.

" **You are…victorious, Titan."** Trypticon rasped, his vocoder still working despite his hanging lower jaw. **"But you still…lose."**

" **Nonsense,"** Metroplex said. **"You're beaten. No possible threat to me."**

Trypticon laughed. **"It's a new tactic I have learned after my revival…it's called a distraction."**

Metroplex's eyes widened and he instinctively looked back just as the corkscrew ship tore into his back and through his upper chest. The Autobots watched in shock as the mighty Metroplex staged forward and fell to his knees before collapsing to the ground, toppling more buildings in his descent.

"No!" Optimus exclaimed in horror.

XXXXXX

Megatron stood before his assembled soldiers, a collection of some of the fiercest warriors Cybertron has ever seen. All of them were his sons and daughters of war born through pain and revolution just like he was. They were close to ending this war, all they needed to do was kill Prime and their path to victory will be clear.

"Trypticon did well. Now the stage is set. There is nothing to stop us now. Decepticons, ready yourselves for battle. Give no quarter." Megatron said.

"Lord Megatron, a question," Motormaster raised his hand. "When we hit the ground, what are our target priorities?"

Megatron gave the Stunticon leader a look so intense that Motormaster had to look away from his leader's burning gaze. "You priority, Motormaster…is to kill everything that moves."

"Y-Yes sir." Motormaster cleared his throat and straightened his back.

Megatron smirked and walked to the landing hatch. "All the pieces are set…the moment is now." He drew his word and raised it to his soldiers. "Let Iacon burn!"

XXXXXX

Optimus and the rest of the Autobots stood in the command bunker watching holo-images of Metroplex's fallen form with the ship impaled through his back. They knew at some point Megatron was going to attempt to take out Metroplex, but they weren't expecting him to perform a maneuver this risky.

"Is that a Quintesson starship? What is that doing here? And how did they get their hands on one?! Ultra Magnus demanded, his expression like hard iron. It was hard to discount the clear Quintesson design when you've lived through the later years of their occupation. Those ships were the spearhead in a horrid invasion that would forever be ingrained in the memories of those who've lived through the Quintesson's tyranny.

"I can't answer that, but we've been unable to track it's descent with all the interference." Elita-1 said.

"What's the situation on Metroplex?" Optimus growled.

"He's offline, Optimus. I'm not getting any readings from him at all. It…" Elita-1 bit her lip. "It doesn't look good."

The Autobots were quiet for a moment before Ironhide spoke up. "At least he took care of Trypticon. If the Cons attack with conventional infantry, we should have the strength of numbers to repel them."

"Perhaps. Megatron's made all the moves so far, but I'd doubt he'd try to take the field if he was outnumbered." Optimus said and looked at his Autobots. "Whatever unfolds, we must protect this city at all times!"

Optimus assembled the Autobot forces and mobilized his army from the shelters, leading the main force. He gathered his weapons and waited for the doors to slide open, ready to fight for his home, his way of life. He sacrificed too much to lose it all here.

"Ready yourself-and order all fast response teams into position. This may be the fight of our lives!" Optimus said as he led his team outside into the ravaged city and headed towards the two fallen Titans. "Whatever we may face out there, remember who you are, Autobots! Remember what you fight for!"

As they approached the corkscrew ship, they already saw the first of the invaders began disembarking from the vessel. The landing hatch slid open and a large group of rugged and derelict looking mechanoids charged out of the ship in droves. The waste clans of the Sea of Rust emerged into the cold night air and beheld the alien sights around them. They laid eyes on the Autobots and devilishly grinned in hunger and bloodlust.

"A perfect world…"

"…cold crystal sky…"

"A killing field…"

"…where all must die!"

The bandits' insane mutterings unsettled the Autobots and Ironhide made it perfectly clear this wasn't what he was expecting. "Who the hell are those guys?"

"It's not the "who", Ironhide, it's the "how many" that's got me worried!" Ellita-1 said as the bandits charged at them.

"Autobots! Repel the invaders!" Optimus yelled.

The bandits lacked in many crucial areas, namely in ranged weapons. All they had on hand were custom made bombs and automatic melee weapons, but they made up for their lack of advanced weaponry with their large numbers. This was only a fraction of the scavenger clans in the Sea of Rust, but this group alone numbered in the thousands, and they all fell upon the Autobots like a swarm. What's more, they didn't even seem to register pain as they were shot down, more obsessed with harvesting their parts of their enemies. Eventually they met the Autobots in force and the courtyard erupted in a flurry of laser blasts and sparks as Autobot and bandit crossed blades with each other.

"These guys are a lot more resilient than they look!" Prowl grunted as he blasted the head off a bandit. He ducked under a slash from a vibro-blade and shoved his shock baton into his attacker's chest. "Optimus, we have to pull back or they'll overwhelm us with sheer numbers!"

"Stand your ground, Prowl! Fight!" Optimus jumped over a chainsaw-wielding bandit and spun around, splitting four mechs at once in two with his axe. He fired his barrage cannon and blew holes in two more bandits. "We will hold the line!"

Then, as if things couldn't get any worse, he got a call from Raz. _"Optimus, this is Raz. Sir, be advised-we're picking up a massive heat signature heading your way. It's already breached city limits and is heading straight for your position."_

Optimus grabbed the arm of a femme holding a vibro-blade and tore it, along with her arm, off and blew her head away with a head shot. "We're a little busy here, Raz-keep the line secure unless-"

" _Prime, I've just ID'd the heat signatures flying into the city! Scans show that they're life forms but they're not any form of aerial bots registered in our databases!"_ Perceptor cut in.

Optimus jumped back from the furious slashes from two femmes, one armed with a pair of serrated claws and the other wielding an energo-sword. He hissed as the claws dug into his right arm and kicked her away before blocking a strike from the other femme. "Get to the point, Perceptor!"

" _Sir, be prepared for enemy reinforcements!"_ Perceptor exclaimed.

Optimus heard a faint buzzing that grew in tone coming from the east and looked up. As the buzzing grew to deafening proportions, a large black cloud of giant metallic insects appeared over the battlefield. The Autobots watched in horror as a swarm of Insecticons coalesced over the area, blocking out the moons and falling on them like a plague.

"Feast, my brothers! Today the surface world will be ours!" Hardshell bellowed. He and his swarm descended upon the Autobots and began firing laser bursts from their built-in weapons. Some crashed to the ground and took on robot mode, tearing through the Autobot ranks with savage glee and howling monstrously as they did so.

"Perceptor…are you seeing this?" Optimus asked slowly, his Spark weighing heavily under the sudden turn in the battle. "What are they?"

" _Well, sir, I can only assume those are the Insecticons that attacked the Hydrax Spaceport. It would seem Megatron's made some new additions during his hiatus."_

'Megatron's not playing around. He's being careful, not joining the battle until our ranks are thinned.' Optimus thought. 'It's only a matter of time before he comes for me.'

He heard a howl behind him and saw an Insecticon soldier barreling towards him, running on all fours like a hulking monstrosity with its curved horns tearing off arms and chests in its charge. Optimus raised his cannon, but the Insecticon was impaled by a piece of metal, then had its head torn off by an invisible force. Optimus saw Elita-1 running over to him, covered in drying energon from two other Insecticons she killed just minutes prior to her third kill.

"You owe me." She said, smiling softly.

"I owe you a lot these days, Elita." Optimus replied.

XXXXXX

Megatron and his inner circle stood near the ship on top Metroplex's body. It was pure chaos, and he loved it. With the addition of the Insecticon swarms, the Autobots will be too preoccupied with the pawns and allow him time to get his forces into position.

"Crude as they are, the bandits and Insecticons are proving effective." Megatron commented. "Prime's forces are being whittled down, just as I planned."

"Then what are we waiting for?" Starscream growled. "Let's charge in and finish them off!"

"Patience, Starscream. We'll let this play out for a few more moments while the Insecticons tear through their formation. Often, the key to strategic victory isn't the direct application of brute force, but knowing when to hold it in check." Megatron said and turned back to the bright bursts of fire and light that was the battle before him. "Very soon now, we will enter the fray-and we will tighten the noose around Optimus Prime."

XXXXXX

"You think you're a savage beast?" Grimlock growled, catching a leaping Insecticon in the air and ripping it in two before stabbing another one in the eye. "I'll show you savage!"

Though they were holding their ground, the Autobots were starting to wear down from the unrelenting assault. They managed to beat back the bandits easily enough, but the unforeseen arrival of the larger and more durable Insecticons had pushed them to their limits. Grimlock managed to tear apart his fair share of bugs, but even he began feeling the burn in his arms.

"Optimus, there's too many of them! Fighting these things hand to hand isn't getting us anywhere!" Rodimus yelled, blasting apart some Insecticons with his arm blasters.

"What? This fighting too much for you, boy?" Grimlock taunted.

"You'll forgive me if I have better things to do than argue with a giant lizard!" Rodimus retorted.

"Enough, both of you!" Optimus snapped, cutting his foes down with his battle axe. "Don't you see? Its loyalty and honor that bind us together! That's the difference between us and our enemies. For all his vision, Megatron's followers are motivated only by mistrust, fear or blind obedience. We…will stand for one another."

Optimus raised his axe and rallied his forces to him. "Now, Autobots, lay down suppressive fire at the second wave!"

Regrouping, the Autobots opened fire on the Insecticon horde battering their defenses and to their elation; they were mowing down more of the Insecticons than they were before. Some did manage to get in close, but Elita-1 drove around the battlefield, wiping out large swaths of enemy forces with earthen spikes and powerful force blasts that battered and tore apart their bodies. The will to live, to survive and preserve what little of their lives they had left, kept them going and it made them fight more ferociously than ever.

Megatron noticed the renewed fighting of the Autobots and knew it was time to act now. He looked to Nightshade and nodded.

"Assault teams-prepare to strike at their center position! Armored units, encircle the field and lock down your ordnance upon target Alpha!" Nightshade ordered.

" _Moving into position, Nightshade!"_ The armored team declared as they slowly moved into position with their tank and other heavily armored alt modes.

"Do not engage target Alpha until Megatron gives the order. Is that understood?"

" _Loud and clear, sir!"_

XXXXXX

Grimlock tore off an Insecticon's head and threw it at a charging bruiser, distracting it long enough to punch its face in. Despite his dire circumstances, Grimlock felt elated; he could finally let loose without worrying about going berserk-he could finally show these weaklings how a war is fought!

"Come on! I know you got more than a bunch of bugs, Megatron, so bring out your big guns!" Grimlock roared.

Something hit the back of his head and he stumbled forward. Grimlock swung his sword at his attacker, only to have his arm grabbed and a scarred Insecticon face staring back at him.

"So you're the mighty Grimlock the surface-dwellers whisper about." The Insecticon alpha said. "I have to say, I'm not impressed."

"Who the hell are you?" Grimlock growled.

"Hardshell, the last name you'll ever hear!" Hardshell hissed. Grimlock threw a punch at his face, but Hardshell caught his fist and squeezed, effortlessly matching the Dynobot leader's strength with his own. "What do you say, Dynobot…think you can take on an alpha like me?"

Grimlock pushed Grimlock's arm down and slugged him across the face. Grimlock tried to recover, but Hardshell gave him no time to react as he slammed his shoulder into Grimlock's chest and backhanded him in the jaw. Hardshell grabbed his head and held him underwater while slowly squeezing his head. "You surface dwellers place too much on a single individual. When their strongest fall, the rest fall apart soon after, but we beings of the underworld know the concept of unity. Kill one of us, and the rest shall take his place. You Dynobots would not last a day in the Underworld!"

Optimus and his unit were still holding strong against the Insecticons, but now they had to deal with the members of Megatron's main army. The ground was stained blue with the energon of enemy and ally and were littered with the corpses and body parts of the fallen. This literal bloodbath was getting worse by the minute and it seemed that they were only just now reaching the battle's climax.

"Optimus, Grimlock's unit got separated! They're tied up at the center and Decepticon assault groups are closing in on their position from the east!" Elita-1 said, forming a TK barrier around them to block the plasma bolts shooting at them. "We've got to get out there and back them up!"

"That's exactly what Megatron wants, Elita. If we split our forces here, he'll overrun our strong point." Optimus said.

"So we're just going to leave them out here?" She grunted.

"Keep calm, Elita. I wouldn't count the Dynobots out just yet." Optimus looked up at Omega Supreme. "And we have yet to reveal our greatest weapon."

XXXXXX

"Onslaught, do you have target Alpha in your sights?" Megatron asked.

" _Yes, Lord Megatron. Awaiting your order to fire."_

"Excellent," Megatron switched his comm to Starscream. "Starscream, do your Seekers also have a lock on the target?"

" _Of course. How could we miss him?"_ Starscream said smarmily.

Choosing not to answer with her own equally snarky comment, Nightshade took note of the position of the other assault teams and got an affirmative from them as well. "Megatron, we only have one shot at this and we don't have any heavy artillery to help us this time. Are you certain this will work?"

"I'm positive, Nightshade. Do not question my resolve!" Megatron growled. "We'll make do with our large numbers. Even a Titan can be felled by a swarm if we hit the right places."

"If you say so." She said. Megatron glared at her.

"I will it so." He replied.

XXXXXX

Omega Supreme had lived a long life, one full of hardships and tragedies. He had lived through much of Cybertron's most harrowing times, from the destruction of the city he was sworn to protect to the invasion of the Quintessons that sought to hurt his kin to fulfill their sick curiosities. After Nova Prime left Cybertron, he lost so much more and had heard the cries of the people as society spiraled into decay around him.

Looking down at Optimus Prime, he couldn't help but question if this was some bad dream. To think that Nova Prime was gone…it just didn't sit right with him. Nova was strong, he united the planet against invaders, brought about a prosperous golden age, but he threw it all away for some idea of conquest and racial superiority. His choice of company didn't help curb his ambitions at all.

Optimus wasn't Nova, and it pained Omega Supreme to lie to the young mech. He did not endure years of countless isolation out of some sort of loyalty to Nova…it was to destroy him upon his return. Nova was a disgrace to the line of Primes, a corruption upon the very ideals he once laid bare. But in Optimus, he saw greatness, the potential to be more, to keep their people on the right track and leave a legacy for future generations to follow.

In Optimus, he saw a mech who had been through so much yet still remained pure, if not a little hardened to the cold reality of the world. Seeing him reminded Omega Supreme of another mech who tried to see a person for who they were, one older than Nova. It was a shame that someone like him had to be born from the fires of war.

"It's past time we got Megatron's attention." Optimus said and looked up at Omega Supreme. "Omega Supreme, are you ready to do your part?"

"What is it you would ask of me, Prime?" Omega Supreme asked.

"Set your particle cannon for maximum range! I need you to bombard Megatron's position and scatter his command group!" Optimus ordered.

Though it grieved Omega Supreme to make war upon his fellow Cybertronians, these upstarts have ravaged the world he loved. They reminded him of Nova and all that he betrayed by Seeking dominion over others. He will bring justice upon them!

As soon as Megatron saw Omega Supreme move, he gave the order to attack. "Now, Onslaught, Starscream! Bring target Alpha down!"

Decepticon ground and air units opened fire on Omega Supreme and concentrated fire on the massive giant with everything they had. Omega Supreme took their assault head on, making sure not to let any stray blasts get near Optimus' group. Attacked from seemingly all sides by a flurry of plasma blasts, missiles, bombs, particle beams and neutron beams, Omega Supreme vanished under a cloud of flames as explosions rippled all around him.

"Omega Supreme, no!" Optimus yelled before he and his Autobots were also engulfed by the flames.

* * *

 **We're almost to the end and things are already kicking off! Next chapter is the finale of Transformers: Descent, so stay tuned for the end of the destructive opening to the Great War. Be sure to check out the official Transformers Titan website on wordpress, the link is in my Archive of My Own profile Saya444, where you'll find character bios and story elements as well as a revised version of Transformers Titan: Awakening. Thanks for the support and please leave a review.**


	13. Dawn

Chapter 13-Dawn

"Decepticons, don't let up! Concentrate fire on the Autobots' command point!" Starscream commanded his aerial forces. "Cut them down!"

"Roger that, Starscream." Skywarp replied a she and Thundercracker streaked over the battle field. "They ain't walking away from this."

The Seekers fired a volley of heat seeking missiles into the giant plume of flames where the Autobots once stood, obscured by a thick cloud of smoke and flames. The air was blackened by the explosions riddling Iacon's very heart and the moons were hidden away from the violence, spared the gory sight of mechanoid killing mechanoid.

Megatron kept his eyes on the blazing inferno just two miles from him. He had long since lost sight of Omega Supreme and the Autobots, but he wasn't going to let up on the assault. He wanted to be sure that his enemies were dead and their ashes were scattered to the winds.

"Nothing could've survived a barrage of that magnitude." Shockwave said. Starscream smirked and placed his hands on his waist.

"Hmph, overkill. It's what we do best." He grinned.

"Megatron, what's our next move?" Nightshade asked.

Megatron went to answer her, but an emergency call from Skywarp's unit detailed any further plans he had on hand. _"Command, we may have a problem here!"_

'What is it?" Megatron demanded.

" _We're commencing our attack, but we're in bad shape."_ Skywarp reported. _"Our instruments are going haywire all of a sudden and we're in danger of engine burnout! Please advise!"_

"The atmosphere-there is too much magnetic residue in the air that's interfering with their navi-systems. The increasing levels of ionic charges left in the atmosphere from the excessive use of high powered energy weapons is turning the skies above us into a no-fly zone." Soundwave explained.

"Seekers, abort mission, now!" Nightshade exclaimed. Over the comm she heard the panicked cries of the Seekers as they were suffering from the effects of the heavily charge ion particle atmosphere. "Skywarp, abort!"

" _I don't think we're gonna get the chance, Nightshade! Heads up fellas-we're dropping fast!"_

Megatron scowled as he saw his air assault forces start nose diving towards the chaos on the ground. With the high levels of ion particles in the air, their navigational systems that managed secondary flight functions that allowed them to focus on flying and fighting failed and left them dead in the air. Engines stalled and fliers fell like rain drops-the lack of a clean atmosphere and a electrical discharges caused by their heavy weaponry didn't do wonders for the Seekers, who relied on such untainted conditions for perfect flying.

"Get up, you fools!" Megatron roared at the falling Seekers. Part of his rage stemmed from the fact that he hadn't anticipated the long term effects of using potent energy weapons in battle would have on his own forces. "Don't just fall like rocks!"

Starscream grimaced. "This is embarrass-"

The ground under them exploded as a golden energy beam tore apart the line of tank bots along the assault line. Starscream was blasted off his feet and crashed into Shockwave in a shower of dirt and debris raining down on them. Nightshade had to drag Megatron to the ground as another beam hit the ship behind them, blasting a chunk out of the corkscrew ship.

"Who's shooting at us!" Megatron shouted.

"I have an idea." Nightshade said gravely and pointed forward at the smoke cloud. Her keen eyes spotted a large shape standing tall in the smoke and flames. Megatron's eyes widened.

"Omega Supreme?!"

From the safety of the combined defensive barriers erected by Trailbreaker and Elita-1, Optimus Prime and his forces stood strong and unharmed from the Decepticons' bombardment. Omega Supreme, who fired the first two blasts at Megatron's group, also stood undamaged, merely blackened from here the attacks hit his chest.

"The enemy is surprised and in disarray. It's time we seized the initiative!" Optimus looked at his forces. "Trailbreaker and Elita's force fields have protected us from the bulk of the Decepticon bombardment, and this is where we push back! Omega Supreme, are you fit for duty?"

"Merely singed, Optimus. I returned with you to perform my function-to fight for my people." Omega Supreme glared at the Decepticons. "That is what I will do."

"The Autobots are regrouping?" Starscream gaped. "H-How is that possible? We were massacring them just two minutes ago!"

Megatron's fists were groaning from the strain caused by his hands being clenched so hard. "Prime…he anticipated this. He drew us out!"

The force field fell away as Optimus charged forward with his Autobots, barrage cannon raised as he gave his rallying cry. "Autobots, attack!"

XXXXXX

"What's the matter, Autobot? No more fight left in you?" Hardshell hissed, slowly strangling Grimlock on the ground as he increased the pressure on his skull. "It seems this is all you can do in a real battle against someone who knows how to fight. How pathetic-I'm going to tear your apart for my Insecticons and take your sword as a trophy!"

As he spoke, Hardshell noticed something-his hand was getting warm. As the seconds passed, his hand went from warm to scalding hot and he felt a burning pain erupt in his hand. To his surprise, a white hot stream of fire blasted his hand apart and hit the left side of his face. Hardshell roared and jumped back, his left hand completely gone, melted from the sheer heat of the blast alone. The left side of his face was badly burned, but he could still see…though he wasn't liking what he saw.

Grimlock slowly got to his feet, his mouth plate burned away to reveal his wide mouth full of sharp teeth, smoke rising from his infernal belly as flames spewed from between his teeth. Grimlock grinned at the Insecticon's pain and rolled his shoulders.

"Out of tricks, am I?" Grimlock growled. "What did you think about that one?"

Hardshell howled and charged at Grimlock, slamming into him with the full force of his bulk. Grimlock's feet dug into the ground as he pushed back against Hardshell and threw a punch into his injured face. Hardshell staggered back but lashed out with his claws, digging them into Grimlock's heavily armored chest. To the Dynobot's surprise, Hardshell actually fought with his injured arm, slamming his melted stump that was his left hand into his jaw and knocked him back. Grimlock blocked another strike from the alpha and kicked him in the chest to knock him away.

"You're a hardy one-that's good." Grimlock grunted, feeling the claw marks on his chest. It wasn't deep enough to bleed, but it showed that the Insecticon was still quite strong in his current state. "I was worried that you would wuss out after losing that hand."

"An Insecticon that cannot fight even after losing a limb is food for the rest of the hive. Better to strip away the dead metal before it causes the machine to rust." Hardshell growled and transformed into his insectoid beast mode. "Come at me, beast! Show me how savage you are!"

Grimlock grinned-which was a truly terrifying sight in itself-and slammed his hands into the ground and his body began to change. His hands reconfigured into two massive feet, his torso folded back to bring forth a large reptilian head and a bulky tail extended behind him. Standing in Grimlock's place was a large saurian beast similar to a T-rex, devoid of the demonic taint that robbed him of all reason and sanity. This was Grimlock, leader of the Dynobots, in all his glory. Primal and unrestrained, Grimlock roared and spat fire from his mouth before charging at Hardshell.

Hardshell flew at Grimlock and slammed his body into him at full force, actually knocking Grimlock over. Grimlock snapped his jaws around one of Hardshell's legs and thrashed his head, throwing Hardshell into the ground and getting to his feet. As Grimlock raised his foot, Hardshell was forced to revert forms as the Dynobot brought his foot down on his head, grabbing his leg to avoid having his head crushed. Growling and snarling, Hardshell not only pushed Grimlock off him, he was able to get to his feet and lift the large Dynobot over his head.

Some of the combatants fighting around them actually paused to watch as Hardshell threw Grimlock to the ground and repeatedly punched him in the face. Hardshell gripped his jaws and pried his mouth open, intent on tearing his head in half for all to see. But Grimlock exhaled a burst of flames at him, almost catching the alpha in the face and forcing the Insecticon off him. Using this chance, Grimlock jumped up and clamped his jaws on Hardshell's arm and bit down hard, his teeth easily biting through the alpha's armor and circuitry. Hardshell tried to punch him off, but Grimlock spun around and slammed his body into the ground over and over.

Grimlock threw Hardshell into the air and changed back to robot mode, drawing his sword as Hardshell fell towards him. "You want the sword so badly, Hardshell? You can have it!"

Grimlock swung his sword just as Hardshell reached him and the red hot blade sliced into his waist and cut him in half in a single swing. Grimlock was bathed in sparks and energon as the two halves of Hardshell fell to either side of him and he kicked Hardshell's upper body aside as he sheathed his sword.

"You may be stronger, Hardshell," Grimlock spat. "But I fight dirtier."

XXXXXX

From his vantage point with Nightshade, Megatron watched the clash between the Autobot and Decepticons forces, taking note of how the inclusion of Omega Supreme changed the flow of the battle once again. That trick by Optimus had taking the wind from his sails and now the Autobots were going strong. With the loss of his flyers as a result of the ion particle charged atmosphere, his aerial assault force had been cut in half, and Omega Supreme was taking them down with extreme prejudice. He lost sight of Shockwave in the commotion and he hoped Starscream had enough sense to try to regroup his surviving forces.

"We're holding our own against the Autobots, Megatron, but that Guardian is taking pot shots at us." Nightshade said.

"What about our artillery units?" Megatron asked. He frowned when she shook her head.

"They were wiped out in the first assault." She sighed. "We're going to have to take it on the hard way."

"Megatron," Soundwave ran up to them, covered in burns and had a slight limp. "Autobot counterattack breaking forward lines. The Predacons are advancing through the eastern grid, but their overreaching tactical advantage eroding rapidly."

Most of the bandit tribes were dead, and the Insecticons were slowly declining in number-thanks in no small part to Grimlock's decimation of Hardshell. The Seekers were effectively neutralized as a serious threat, the ground assault teams were mostly destroyed and the Omega Guardian was picking at them like a Deathbird feasting on a corpse. Megatron wasn't foolish enough as to think the unthinkable-if things kept going the way they were, they were going to lose the battle!

"Nightshade, I'm heading over to Trypticon to rouse the beast." Megatron told his lieutenant. "If I fail to reach Trypticon, I want the rest of you to pull back and burn Iacon to the ground."

"Megatron!" Nightshade and Soundwave exclaimed in shock at his decision.

Megatron ignore them and charged into the battle to reach the fallen Titan. "Burn it all!"

XXXXXX

Rodimus kept his head low as plasma blasts sailed over his head. He was alone with the remnants of his unit fighting the Decepticon spear that had broken through the defensive line. They were holding their own well enough until the Insecticons just rushed in and barreled through their lines, spearheading the rush that tore apart the Autobot formation.

"Prime, this is Rodimus! The eastern grid's collapsing and there's more Decepticons bearing down on our position!" Rodimus yelled into his comm. He shot down two Cons rushing at him and looked around. "We need immediate reinforcements!"

" _Repeat again, Rodimus! Signal's breaking up!"_

"I said we need immediate-" A kick to his back sent him stumbling forward and he spun around to engage, only to get punch in the face. He trained his weapons on the large mech walking out of the smoke.

"Well, well, Rodimus of Nyon!" Onslaught laughed, cracking his knuckles. "Man, killing you's gonnna really put me on the map!"

Rodimus quickly converted his hands into plasma saws as Onslaught charged at him. The bigger mech not only superior strength on his side, he also had a double-bladed tomahawk that he swung with great accuracy. He grazed Rodimus' shoulder while the Autobot sliced deep into the Combaticon's side, though Onslaught wasn't worried about being damaged by the smaller mech. Honestly, Rodimus was surprised that Onslaught was as good as he was at melee, though he probably learned a thing or two living and working out of Polyhex.

Sparks flew as saws and tomahawk met, the shrieking sound of grinding metal filling the air each time their weapons clashed. Rodimus grunted as the tomahawk sliced into his leg and he leapt back, allowing an Insecticon to come between him and his opponent as Onslaught rushed at him. The poor Insecticon was beheaded as it jumped in front of Rodimus, but Onslaught merely pushed the body aside before pressing his attack.

Rodimus was skilled enough to at least parry his attacks, though he kept solely on the defensive and was forced to listen to Onslaught dictate his future career plans.

"No more grunt work for me!" Onslaught said, batting aside Rodimus' saw arm and kicking him in the chest. "I may even have a shot at joining Decepticon High Command after-"

A laser bolt hit the side of his head, shattering his visor and sending him crashing to the energon ridden ground. The blast wasn't enough to kill him, but that head wound was enough to put him into stasis, and he'd be waking up with a major headache when he was repaired. Rodimus looked at Onslaught's fallen body and looked up to see Slinger standing there holding his smoking gun. The newly minted Con looked almost depressed as he gazed down at the gun in his hand and tossed it aside.

"Slinger? What are…?" Rodimus shook his head in disbelief. "Did you take him out just so you could be the one to end me?"

"No! No, Rodimus, I…I was wrong. About everything." Slinger waved his arms at the chaos around them. "I joined the Cons so I could stick it to the government for all the scrap they put us through, I didn't want to get involved in an all out war that's doing more damage than the Senate. Autobots, Decepticons…it's all broken. This isn't a revolution, its madness…and everything's just…broken."

"No," A bestial form appeared behind Slinger and grabbed his head. "Just you traitor."

"Slinger!" Rodimus had no time to move as his friend was torn limb from limb by the Predacons, with Razorclaw tearing Slinger's torso in half with his bare hands. The Predacons surrounded Rodimus on all sides as they changed into their beast modes.

"Hope you got a good look at what happened to your friend, Autobot." Tantrum snorted. "Cause you're gonna go out the same way."

XXXXXX

Megatron ran through the field of spilt energon and burning metal as he made his way towards the fallen Trypticon. As he surveyed the battlefield, he quickly realized that total victory wasn't possible anymore, not with Prime and Omega Supreme leading the charge. But he could somehow turn the tide if he could rouse Trypticon. How, he didn't know, but maybe he could get Ashling on the scene without her being blown up by stray plasma cannon fire. Even if he could revive Trypticon, the beating Metroplex gave him made any chance of him being fully functional next to nil, but he was running out of options at the moment.

"Megatron!" A squad of Autobots stood in his way at the base of Trypticon's tail. They all pointed their weapons at him. "Stay where you are!"

"Undisciplined fools," Megatron sneered. "You should know better by now."

He rushed forward with a battle cry, backhanding the first mech hard enough to rip his head off his shoulders. The second mech was blown up by a direct shot from his fusion cannon. The other two tried to rush him, but a swift beheading with his blade and slicing the last Autobot in half ended their lives quickly enough. Megatron looked down at the torn remains of the foolish Autobots that tried to stop him and brushed from scraps off his shoulder before continuing towards Trypticon. But, as luck would have it, there was another person standing in his way.

"You." Megatron growled as he stood face to face with Elita-1. The pink and silver femme had her combat rifle aimed at his head, her expression as stone cold as her ice blue eyes. "Prime's little lapdog. You have bearings pointing that gun at me, girl."

"It's do or die, in this situation, Megatron." Elita-1 said.

"You're not going to ask me to stand down?" He asked.

"What's the point." She replied.

"Smart girl."

As the two began to fight, Optimus was racing for the Titan as well. He knew Megatron would try to revive Trypticon, and if he did that, then the battle was as good as lost! Putting Ultra Magnus in charge of holding the defensive line, Optimus transformed and drove as fast as he could towards Trypticon. He sped through the carnage of friend and foe tearing each other apart and was so focused on his task he almost didn't notice Motormaster coming straight at him.

"I'm quite sorry, Prime," Motormaster said cordially as he drove at full speed for Optimus. "But I'm afraid the only way you're getting to Lord Megatron is through me!"

"Fair enough." Was all Optimus said.

The two mechs drove straight at each other on a collision course, but neither mech backed down. At the speeds they were driving at, a head on collision would be devastating for both parties…had Optimus not got a head start on Motormaster. The Stunticon leader slammed into Optimus but Prime hit him much harder, nearly flipping Motormaster over him from the impact alone. Breakdown saw his leader go flying over Optimus and crashing into another tank Con and rallied the Stunticons.

"Motormaster's down! Stunticons, circle up and flank Prime!" Breakdown and the Stunticons changed forms and chased after Optimus.

"He can't outrun us!" Wildrider said. "Deploy your weapons and-"

"Slag!" Dead End cursed and swerved to the side. "Watch your six!"

Omega Supreme stomped over to them and fired his particle cannon at the startled Stunticons, scattering them with the explosion and breaking their formation. The sentient Omega Sentinel wasn't having it today. "You will be eradicated!"

XXXXXX

Rodimus glared at Razorclaw in pure hatred as the Predacons slowly approached him in their beast modes. it was a no-win situation, and even if it wasn't, Rodimus had no chance in hell against a warrior as skilled as Razorclaw. But after seeing his friend get torn apart by these animals, he was far from caring about statistics now. He was out for blood.

"I can smell fear on the Autobot." Tantrum chuckled.

"He'll taste sweet-like molten steel!" Divebomb said. "First bite's mine."

"It won't be that easy, Predacon!" Rodimus shouted. The Predacons almost pounced on him there, but they stopped short when they detected someone approaching behind Rodimus. To everyone's surprise, it was not only Grimlock, but also the entire Dynobot team!

"I think they almost believed ya, kid." Grimlock said. He and his team were tired and beaten, but they were not down for the count and still had enough energy for one last fight.

"Grimlock? You're okay!" Rodimus exclaimed. Grimlock gave a grunt in response and marched forward to face Razorclaw.

"Just a thought-next time someone's tryin' to kill you, use your big boy voice." Grimlock remarked.

"Thanks, I'll remember that." Rodimus said dryly.

"Dynobots!" Razorclaw snarled. "Finally, someone worthy of the kill!"

"Glad we're here to impress!" Grimlock slammed his hands into the ground and took on his giant saurian form. His Dynobots followed suit, each transforming into their beast modes, all reptilian in nature and each one powerful in their own right. The two teams of savage beast fighters stood across one another as Grimlock gave the command. "Dynobots, rip 'em apart!"

The two teams of beast charged at each other and collided in a flurry of sparks, flames and teeth. It was a purely primal battle, one you can only see if you spent time deep in the wilderness following predatory animals. It was a bit much, even for Rodimus, who elected to hang back and watch the battle he knew he would never forget in his life. A literal battle of the beasts.

XXXXXX

The battle between Megatron and Elita-1 was a short but fierce one. Elita-1 wasted no expense in fighting with everything she had, tearing up pieces of debris and Trypticon's armor to throw at Megatron while shooting at him. Megatron was forced to constantly dodge her projectiles, shooting them down and smacking away other pieces of debris. He lunged at Elita-1 and slashed at her, but she formed a staff out of Trypticon's armor and blocked his attack.

"You're ten deca-cycles too late to be fighting me alone, girl!" Megatron growled, pushing hard against the smaller femme. "Even an outlier like you stands no chance against me!"

"Show, don't tell, Megatron!" Elita-1's eyes glowed as her body pulsed and a generated a strong TK wave that blew Megatron back. She threw her staff, which sharpened into a spear mid-flight, and stabbed Megatron in the shoulder as he went down. At the same time, Megatron fired his fusion cannon and hit the ground next to Elita-1, blasting her away from the explosion.

Elita-1 hit the ground and scrambled to get back up, but to her surprise, Megatron was already on her, punching her in the chest with tremendous force. She flew back and he grabbed her arm to throw her over his shoulder and skewered her in a sharp piece of metal sticking out of the ground. Impaled there and unable to move, Elita-1 couldn't escape as Megatron leveled his fusion cannon at her face.

"Farewell, girl. Die with the knowledge that you've managed to last longer than those weak fools you call comrades against me." Megatron said and powered up his cannon.

"Megatron!" A powerful voice yelled.

Before he could fire, a red and blue truck slammed into him from the side and pushed him over to Trypticon. The truck transformed into Optimus Prime and he threw Megatron over him and onto the beast's upper leg, smacking against a spiny extension before landing on his knees. Megatron stood up and glared heatedly at his nemesis.

"I don't know what you're searching for, Megatron, but you've gone as far as you're going to go." Optimus Prime stood atop Trypticon's arm, looking down at Megatron with complete and utter loathing. "You've brought enough misery and destruction to this world and it ends now."

Megatron faced Optimus and his expression briefly mutated into one of rage before he quickly schooled his features-barely. "You speak to me of destruction, Prime, but you have no conception of the truth. The madness, the carnage that's been unleashed-it won't end here. It will echo out from Cybertron-ravaging countless other worlds across the millennia. The war between us…will never end."

"No." Optimus unfurled his ion cannon from his back compartment and held it up. "It will end, because it must, Megatron."

"That's now how wars work, you fool!" Megatron snarled. "It takes two to wage a war, and two to end it. This violence will only end when one of us dies and that won't be for a long time. And in the meantime, our world will be torn asunder, just because you refuse to adhere to the wishes of the people!"

"Not while I function." Optimus said, taking out his battle axe. "Help me stop this, Megatron. Our story doesn't have to end this way."

"If course it does!" Megatron roared and he charged at Optimus with his blade extended and gleaming in the glowing flames around them.

Optimus met Megatron's charge with his own and they both swung their weapons as they met in the middle. Their blades clashed and Megatron punched Prime in the jaw, and Optimus spun around to slash his axe at Megatron, barely scratching his chest. Megatron kicked him away and thrust forward with his blade, but Optimus moved so that the blade stabbed into his shoulder. Optimus buried the blade of his axe into Megatron's left shoulder and they struggled against each other, their minds riddled with pain from their wounds and the battle resurfacing old feelings long since repressed.

"I tried to create a better world, Optimus!" Megatron shouted. "I tried to bring order to our civilization, but you stood in my way! You and all the others at the top just say back and watched as I suffered for your people-people who were content living like machines than as individuals. If they won't join me, then I'll force them to open their eyes. Show them just how corrupted and decayed their world has become!"

"But the Functionists are dead! Sentinel and Zeta are dead! We had a chance to rebuild society together and make it the world we both wanted!" Optimus yelled back, anger in his eyes and voice. "It's not my fault that you gave in to your pain and let your hatred turn you into a mad dog!"

Megatron ripped his sword from Prime's shoulder and fired his fusion cannon. Optimus let the beam fire over his shoulder before slugging Megatron in the jaw and slammed into him, sending them both tumbling down the length of Trypticon's body. They clawed and punched at each other even as they fell, and when they landed on the ground, they separated and resumed their duel of blades, ignoring the war going on around them.

"Mad dog? They took everything from me! My home, my life, and you…you took Elmeth from me and you expect me to open my arms in friendship? I'll tear you apart and offer your rusting corpse to Elmeth as a tribute!" Megatron roared loudly, his voice bestial in tone as he slashed and hacked at Optimus.

Optimus shook his head as he dodged Megatron's furious attacks. "You had your chance for a new Cybertron, Megatron. You actually had the entire world heeding your words, uniting under your cause for a better world-a free world! But you threw it all away when you let your feelings go out of control. The minute you ordered the first shot to be fired, you lost this war, Megatron!"

XXXXXX

The battle between the Dynobots and Predacons was one fought with tooth and claw, not swords and guns. Both side were relatively evenly matched in terms of physical strengths and inherent capabilities, but the Dynobots weren't running at full power and were struggling. Grimlock was the one who was starting to feel the burnout from his earlier battle against Hardshell and it made fighting Razorclaw more difficult.

"Get off me you stupid cat!" Grimlock tried to shake Razorclaw off his back as the Predacon dug his claws into his armor and bit into his spine. He was in Grimlock's blind spot and it took a lot of struggling to keep Razorclaw from ripping his head off.

"I got you, Grimlock!" Rodimus jumped in, firing electrostatic bolts from his arm blasters into Razorclaw's back. The Predacon leader roared and jumped off Grimlock.

"Damn you, boy!" Razorclaw growled bestially as he swiped his claws and left three deep gouges into Rodimus' chest. "I'll feast on your Sparks!"

"That ain't gonna happen!" Grimlock used Razorclaw's distraction to transform to robot mode and grab Razorclaw into his arms. "You ain't chompin' down on anyone ever again!"

Grimlock stabbed his sword into Razorclaw's abdomen and tore off the Predacon's beast mode head with his bare hands. Tossing the leonine head aside, he threw Razorclaw's relapsing body to the ground and took back his sword, falling onto his back next to Rodimus.

"You…not gonna help them out?" Rodimus groaned, referring to the other Dynobots.

Grimlock lifted his head and saw Sludge slam his hammer into Rampage's chest, sending the mech head first into a charging Insecticon in midair. "Nah, they're good." He let his head drop again. "Hey, kid."

"Yeah?"

"Thanks." Grimlock huffed steam from his mouth. Rodimus smirked and fist bumped the Dynobot leader.

"Anytime, Grimlock."

XXXXXX

"Ah!" Megatron coughed as his cheek was cut by dangerously close slash from Prime's axe. He spun around and grabbed Prime's arm, grappling with him for a moment before they lost their footing and fell.

Both leaders still fought as they hit the ground, landing in a field of debris and shattered bodies. Optimus jumped to his feet, but he was forced to dodge a blast from Megatron's fusion cannon, singing his right shoulder. Megatron lunged at him and stabbed his blade into Prime's shoulder, digging the sharp weapon into his armor. Optimus centered himself and delivered a strong punch to his face that nearly broke his jaw. He pulled the blade from his shoulder and flipped Megatron into the ground, though Megatron retaliated with an uppercut that knocked Prime back away from him.

Exhausted and wounded, both leaders took a moment to recover, energon bleeding from their wounds and their bodies aching terribly. Megatron coughed and glared up at Optimus, who was struggling to remain standing.

"This…will be our dance, Optimus…battering away at each other for the next few million years." Megatron groaned as a power line burst in his shoulder, causing sharp spikes of pain rippling through his chest. "Unless…you can kill me."

"I don't want to kill you, Megatron. You stood for justice once. Your principles inspired us, inspired me to overthrow corruption and fight for a better world." Optimus said, leaning on his axe for balance. "You lost your way. But you can still be the leader you were meant to be."

"I am the leader I was meant to be. Just as Terminus and Elmeth told me, there is only one seat at the table and I alone will sit at the top. As one who has suffered the most and survived to become stronger. I alone am qualified to rebuild our world into what it was meant to be," Megatron stood to his full height, though his joints ached painfully. "After I purge the failures of the Primes from history and scrape your name off the walls!"

Optimus shook his head and pointed his ion cannon at Megatron. "Elmeth would have been shamed of you, Megatron. Of what you've become and the damage you've brought to our world."

"Perhaps…but we'll never know, will we?" Megatron's eyes blazed. "Since you killed her!"

Optimus fired his ion cannon just as Megatron fired his fusion cannon, their faces bathed in the light of their respective weapons as they each fired a shot. Their attacks hit each other in the chests, with Megatron being blasted back into the remains of the Autobots he slaughtered earlier and Optimus having some of his chest plate blasted off and falling on his back. With their injuries taking its toll, both leaders fell unconscious and into stasis lock.

"Optimus!" Elita-1, patched up by Ratchet, cried out and limped over to the fallen Prime with the medic's help. She knelt down and held his head as Ratchet scan some scans on him.

"We need to get him to the medical bay. His wounds are serious." Ratchet said.

Elita-1 nodded and glanced over at Megatron's body. Nightshade protectively stood over him in beast mode, wings outstretched to ward off attackers. Soundwave looked down at Megatron before issuing his commands to all surviving Decepticon forces.

"Attention Decepticons, Megatron is down. I order all friendly forces to disengage and initiate Beta Protocols immediately. The battle is lost." Soundwave said.

"You're not going anywhere!" Elita-1 leapt up and lashed out with a strong telekinetic wave that gathered all the metal from both the surrounding structures and bodies to form a massive spear that she sent at the Cons. But before it could hit its target, a green light engulfed the three Cons before they vanished only seconds later.

"Orbital bounce!" Ratchet growled, instantly recognizing the technology. Looking around, he saw the other surviving Decepticons also being teleported one by one from the battlefield, which was significantly less than the numbers they started with. "It seems Megatron had a contingency in place in case things went south."

A bright glow caught their attention and they saw Trypticon's body also vanish, leaving behind the massive crater caused by his body. The Autobots in the war ravaged Iacon were left with a half demolished city and a fading Metroplex atop a field of corpses. Elita-1 scowled and messaged her forces.

"Attention all surviving Autobots in the area, the Decepticons have made a full retreat." Elita-1 announced and her next words were spoken with every ounce of exhaustion she felt at the moment. "The battle…is over."

XXXXXX

Alpha Trion watched the smoke rise from the heart of Iacon. The Covenant sat on his desk, his Quill etching words onto its pages by itself, animated by some unknown force. What just happened tonight marked a new, more dangerous chapter in cybertronian history-the first major battle of what Alpha Trion knew to be the Third Cybertronian War.

After the devastating battle that last all night into the early morning, the Autobots were just barely able to turn the battle to their favor. Much of Iacon was in ruins after the colossal battle between the Titans. Metroplex was still alive but badly wounded and in serious condition. The damages he sported would take a long time to heal, perhaps longer with the lack of resources. In the meantime, things would only grow worse in this new era of war. Optimus Prime was still recovering from his own harrowing battle, but Alpha Trion was relieved to know that he would make a full recovery on his own.

'Whatever happens now will only prolong this war of dominance-a war for Cybertron.' Alpha Trion thought. 'I hoped Optimus Prime's ascension would at least postpone the coming disaster, but after all the damage Steelheart, Sentinel and Zeta caused, even he lacked the power to truly heal the sounds to the peoples' hearts. Yet another situation the Matrix cannot fix through power alone.'

"You could've stopped this, you know. Back in the Twilight Age."

Alpha Trion didn't look away from the burning skyline as Ember stepped up beside him. "You had a chance o set Nova's legacy on the right path. A chance to annihilate Steelheart and Nominus and regain your honor. But you did as you always do, hiding in the background, just watching. It's pathetic to think that you're one of the oldest bots alive."

'My time as Prime has long since past, Ember."

"No, you are afraid!" Ember snarled, her eyes glowing angrily. "You, a mighty Prime of old, third born after Prima himself, was afraid! You stood back and let heathens and imposters spit all over your name and drag this planet into a cesspool of lies and slavery!"

"And it was no different than when my brothers and I ruled Cybertron, and brought it into war over supremacy, destroying our one chance at paradise." Alpha Trion's tone was strong, hiding the pain in his heart from long distant memories. "I am no more fit to rule than Nova was."

"Then you will watch from the shadows like the rat you are as our world burns at the hands of idealistic fools who adhere to false gods and sweet whispers," Ember said darkly. "And as I kill your precious Prime with my bare hands!"

Alpha Trion did not hear her leave, but he could see her reflection melt into the shadows of his office. He sighed, but looked up as he saw the first glimpses of sunlight peeking through the dark clouds onto the damaged city. For the first time this week, he smiled. The light has chased away the shadows and it was a new day. Dawn is here and all is reborn again.

 **Descent-End**

* * *

 **That's the end of Descent! It took longer than it should've to finish this story, but I managed it and here we are! Thank you to everyone who stayed with this story and its absurdly long chapters. Iacon's been through hell and back, and war has truly begun on Cybertron. All that's left of this trilogy is the final story-Transformers: Fall, which will go into detail into Cybertron's fall and the end phases of the War for Cybertron period. That won't be coming until I'm finished writing Transformers: Devastation.**

 **Up next I'll be writing two one shots that take place between books 2 and 3. They'll set up Devastation, which I'm already 12 chapters into right now. I'm also going to be coinciding with the new chapter to the second half of Distant Stars. Question: do you guys want me to make a second volume to Distant Stars for the new chapters, which are basically season 2 of that story? Just let me know in the reviews. So stay tuned for some new one shots in the future! Thanks for all your support and please leave a review.**


End file.
